In a decisive ruling, the Federal Court clarified the boundaries between personal shareholder oppression and corporate harm, overturning the Court of Appeal’s findings. The Court held that claims tied to the wrongful transfer of trademarks belonged to the company, not the individual shareholder, reaffirming that corporate harm must be addressed through a derivative action rather than an oppression claim.

In a stark reminder of the consequences of corporate betrayal, the court found that the directors had systematically dismantled their own company to benefit a competing entity they controlled. By breaching their fiduciary duties, conspiring to harm the business, and unjustly enriching themselves, the defendants were held accountable through significant compensatory and exemplary damages, reaffirming the critical importance of trust and integrity in corporate governance.

In cases of compulsory winding up, the court would appoint a liquidator under s.478 of the Companies Act 2016 (“CA 2016”) to expeditiously recover and realise the assets of the wound-up company for the distribution of dividends to creditors and administer any outstanding matters involving………..

This legal update addresses the critical importance of complying with procedural requirements under Section 348 of the Companies Act 2016 in statutory derivative actions. It highlights the consequences of failing to provide mandatory notice and the necessity of naming alleged wrongdoer directors in the leave application, which could result in the Leave Order being set aside.

Often business owners find themselves vulnerable when dealing with employees who had turned rogue and took confidential information from the company. What are the legal protection against these employees?