| 释义 |
unfair prejudice
Unfair conduct on the part of those entrusted to run and control a company in respect of (usually minority) company members. Any member affected may apply to the court under section 994 of the Companies Act 2006, and the court is empowered under the Act to make such order as it thinks fit (s 996). Commonly, the unfairness consists of inequitable conduct having the effect of seriously diminishing the value of the petitioner’s shareholding (O’Neill v Phillips [1999] UKHL 24, [1999] 1 WLR 1092; Re Saul D Harrison & Sons plc [1995] 1 BCLC 14). The usual remedy sought, or given, is for the purchase of the petitioner’s shares at a fair price (Profinance Ltd v Gladstone [2001] EWCA Civ 1031, [2002] 1 BCLC 141). See also minority protection. |