Event and Time
Event Description
This case centers around a dispute involving the shareholders (plaintiffs) of a company (14th defendant) who allege that the company's directors have engaged in conduct detrimental to their interests since December 2015. The plaintiffs claim oppression and breaches of directors' duties as a result of several financial transactions which they argue diluted their shareholding rights.
Application and Claims
- Plaintiffs allege oppressive conduct by the directors since December 2015.
- Claim that the rights issue in May 2018, and other transactions in 2019 diluted their shares.
- Allegation of breaches of directors' duties and involvement of other defendants.
- Plaintiffs seek:
- Setting aside of the shares and/or convertible notes issued given these transactions. - Alternative buy-out orders for their shares at fair value.
Judicial Decisions
On January 29, 2020, the court appointed new administrators following the plaintiffs' claims of abuse of process and perceived partiality of the previous administrators towards secured creditors.
Dispute Points and Legal Basis
Dispute Points
Plaintiffs' Arguments:
- Directors have acted in a way prejudicial to their interests, diluting their shareholding through specific financial transactions.
- Assert that secured creditors had advantages and that the sales process for the company's assets was flawed.
- Rely on a valuation report indicating the company's value significantly outstripped the proposed offers.
Defendants' Arguments:
- Deny the allegations brought forth but did not provide positive defenses.
- Administrators claimed that the company was insolvent and that the previous actions were in compliance with relevant laws.