The Minority Shareholder's Statutory Exits  

Oleh:

Lee, Pey Woan

Jenis: Article from Journal - ilmiah internasional
Dalam koleksi: Singapore Journal of Legal Studies (Jul. 2007), page 184-196.
Topik: minority; minority; shareholder's; statutory exits

Ketersediaan

Perpustakaan Pusat (Semanggi) Nomor Panggil: SS46 Non-tandon: 1 (dapat dipinjam: 0) Tandon: tidak ada

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Isi artikel

A troubled minority shareholder of a private company who desires to liquidate his investments in the company commonly resorts to one of two statutory exits. He may ask to be bought out or seek to wind up the company under section 216 of the Companies Act2 on establishing oppressive conduct by the dominant shareholders, or he may seek an order to wind up the company under section 254(1)(i) of the Companies Act on the ground that it is “just and equitable” to do so.3 The Court of Appeal’s recent decision in Evenstar provided timely clarification on the relationship between these two jurisdictions. The court affirmed the notion of “unfairness” as the essence of both. For that reason, neither provision should be used as a means of facilitating an “exit at will,” i. e., as a vehicle to permit a minority to foist a buy - out or a winding up order on the majority in the absence of any relevant inequity. The Court of Appeal further delineated the distinct though overlapping ambit of these two jurisdictions, highlighting the peculiarity of their common conceptual basis but divergent applications.

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