Hoffmann J said: ‘Counsel for the petitioner said the petition made allegations of mismanagement and misappropriation of funds by improper payments against the respondent and that, if these were established at the trial, the court might think it right to order the respondent to sell his shares. Taken at their face value, these allegations amount at most to high-handed conduct in certain matters. There is nothing in them which can carry a serious imputation of dishonesty. This is an ordinary case of breakdown in confidence between the parties. In such circumstances, fairness requires that the minority shareholder should not have to maintain his investment in a company managed by the majority with whom he has fallen out. But the unfairness disappears if the minority shareholder is offered a fair price for his shares. In such a case, s 459 was not intended to enable the court to preside over a protracted and expensive contest of virtue between the shareholders and to award the company to the winner.’
Judges:
Hoffmann J
Citations:
[1989] BCLC 365
Statutes:
Cited by:
Cited – Bee Tee Alarms, Re ChD 10-Mar-2006
. .
Lists of cited by and citing cases may be incomplete.
Company
Updated: 07 May 2022; Ref: scu.271241