The applicant, a minority shareholder and former employee of a closely-held corporation, sought an oppression remedy or winding up order against the majority shareholder.
The applicant alleged oppressive conduct regarding unilateral business expansion decisions and his subsequent exclusion from the company.
The court dismissed the oppression claim, finding the applicant's reasonable expectations were not breached and he had voluntarily withdrawn from the business.
However, finding that the relationship between the parties had irretrievably broken down, the court granted relief under the 'just and equitable' provisions of s. 207 of the Business Corporations Act, ordering a trial of an issue to determine the fair market value of the applicant's shares and the terms of their purchase.
