The plaintiffs claimed that the directors had either exceeded their powers or had exercised their powers for some illegitimate or ulterior purpose.
Held: Where the claim of unfairness was not reasonably arguable, the court could exercise its jurisdiction to strike out a petition presented under section 459. Having observed that petitions under section 459 are ‘notoriously burdensome’ and can themselves be used as a means of oppression, the court scrutinised the allegations of unfairness with care to see if an arguable case could be made out. The claim for relief stood or fell by whether allegations of bad faith by the directors could be made out. It concluded that they were unarguable.
Citations:
[1994] BCC 475
Statutes:
Jurisdiction:
England and Wales
Cited by:
Cited – Guinness Peat Group Plc v British Land Company Plc and others CA 18-Dec-1998
The claimant, a minority shareholder, had said that the defendant had acted prejudicially in transferring the company’s only substantial asset to another company. The respondent said that since the shares had always been of nil value they could not . .
Lists of cited by and citing cases may be incomplete.
Company
Updated: 17 May 2022; Ref: scu.228983