The appellant, holding 42% of the respondent corporation's shares, requisitioned a shareholders' meeting to remove certain directors.
The board rejected the requisition, claiming it was primarily to redress a personal grievance under s. 99(5)(b) of the Business Corporations Act.
The application judge agreed and dismissed the appellant's application to validate the requisition.
On appeal, the Divisional Court found the application judge erred by reversing the onus and conflating personal interests with personal grievances.
The court held the dispute involved legitimate differences over corporate policy and operations, not merely personal grievances.
The appeal was allowed, and the respondent was ordered to call the meeting.
