Document ID: chunk:federal_register_of_legislation:C2004A02825:body:0:p75
Version: federal_register_of_legislation:C2004A02825
Segment Type: other
Provision Reference: 
Character Range: 184835–187411

omission, or a proposed act or omission, by or on behalf of a company, or a resolution, or a proposed resolution, of a class of members of a company, was or would be oppressive or unfairly prejudicial to, or unfairly discriminatory against, a member or members (in this section also referred to as the 'oppressed member or members') or was or would be contrary to the interests of the members as a whole,
the Court may, subject to sub-section (4), make such order or orders as it thinks fit, including, but without limiting the generality of the foregoing, one or more of the following orders:
     (c) an order that the company be wound up;
     (d) an order for regulating the conduct of affairs of the company in the future;
     (e) an order for the purchase of the shares of any member by other members;
     (f) an order for the purchase of the shares of any member by the company and for the reduction accordingly of the company's capital;
     (g) an order directing the company to institute, prosecute, defend or discontinue specified proceedings, or authorizing a member or members of the company to institute, prosecute, defend or discontinue specified proceedings in the name and on behalf of the company;

     (h) an order appointing a receiver or a receiver and manager of property of the company;
     (j) an order restraining a person from engaging in specified conduct or from doing a specified act or thing;
     (k) an order requiring a person to do a specified act or thing.
"(3) A person who contravenes or fails to comply with an order made under sub-section (2) that is applicable to him is guilty of an offence.
Penalty: $5,000 or imprisonment for one year, or both.
"(4) The Court shall not make an order under sub-section (2) for the winding up of a company if it is of the opinion that the winding up of the company would unfairly prejudice the oppressed member or members.
"(4a) In this section and in paragraphs 364 (1) (f), (fa) and (fb)—
     (a) a reference to a member, in relation to a company, includes, in the case of a company limited by shares, or a company limited both by shares and by guarantee, a reference to a person to whom a share in the company has been transmitted by will or by operation of law;
     (b) a reference to affairs of a company being conducted in a manner that is oppressive or unfairly prejudicial to, or unfairly discriminatory against, a member is a reference to affairs of a company being conducted in a manner that is oppressive or unfairly prejudicial to, or unfairly discriminatory against, a person who is