Friday 12 July 2013

UK: Scotland: relief for unfairly prejudicial conduct

Section 996 of the Companies Act 2006 provides that the court "may make such order as it thinks fit" where a claim for unfair prejudice is made out under section 994. Whilst most orders require the petitioner to bought out by the company and/or other shareholders, section 996 explicitly recognises that the court's order may regulate the conduct of the company's affairs in the future. This is well illustrated by the order recently made by Lord Doherty in Re Orders Under The Companies Act 2006 in respect of DS Orr & Sons (Holdings) Ltd [2013] CSOH 116 in which he sought to give the petitioning shareholders control of two companies.

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