Family members in a business can fall out, or the influx of funding from investors might sideline the founders of a start-up. These minority shareholders may find themselves in a bind when the situation in their company becomes intolerable, but they are unable to exit, and are voiceless and voteless against the majority. This seminar explores the options the law grants them despite the general principle that “majority rules” in a company.
Highlights of the course include:
- Unfair prejudice and rights under s. 724 of the Companies Ordinance
- When can one bring a just and equitable winding up petition?
- Derivative actions – common law rights and s. 732 and 733 of the Companies Ordinance
- Multiple derivative actions – the case of Waddington and its application
- Overcoming the rule in Foss v Harbottle
- What is a quasi-partnership and when is it relevant?
- Protection offered by shareholders agreements – rights of pre-emption, tag along, drag along, anti-dilution
- An update on recent cases concerning minority shareholder rights – Yung Kee et. al
- Tactics when bringing or resisting a claim
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