A minority shareholder complained of the board’s refused to register transfers of his shares to a third party. He threatened to present a winding up petition unless the board registered the transfers.
Held: He would be restrained from presenting such a petition. Winding up is properly a remedy of last resort. He had other and more suitable remedies available to him, namely an action for rectification of the register or proceeding by way of motion under section 116, and his threat to employ the machinery of winding up was an attempt to bring pressure on the board to reverse its decision and was an abuse of the process of the court. I would cause unnecessary damage to the company.
In order for the inherent jurisdiction to be invoked successfully it must be ‘impossible for the party concerned to succeed on his claim’ without it.
[1964] 1 Ch 240, [1963] 2 All ER 940
Companies Act 1948 116
England and Wales
Cited by:
Cited – CVC/Opportunity Equity Partners Limited and Opportunity Invest II Limited v Luis Roberto Demarco Almeida PC 21-Mar-2002
(Cayman Islands) The respondent was a minority shareholder. An offer was made to buy out his interest. He petitioned for the winding up of the company on the just and equitable ground. The claimants obtained an injunction to prevent him doing so, . .
Lists of cited by and citing cases may be incomplete.
Updated: 16 August 2021; Ref: scu.192625 br>