Shareholder Disputes

We have provided legal advice to directors and shareholders on disputes and company issues in Western Australia for 25 years.

Directors control companies and how they carry on their businesses.

They are accountable to the shareholders for the way they conduct the company’s business.

Companies can be governed by their company constitution or by the replaceable rules set out in the corporations Act 2001 (Cth) or by a combination of both.

We provide top tier services and top tier experience at substantially better rates to those of our competitors and we provide fixed fee costs wherever possible for all of our matters.

Disputes between directors and shareholders may arise because of:

• Directors breaching their duties as a director;
• Disagreements about the company’s strategic direction and management;
• Withholding dividends or payment of dividends;
• Disagreements about the amounts of salaries and profits paid as dividends;
• Conflicts of interest, including directors having personal interests in other companies or businesses;
• Fraud or illegal conduct by directors, including suspicions and allegations of misappropriation of company funds;
• A lack of transparency or denial of requests to provide financial and accounting information;
• Certain directors or shareholders being excluded from meetings or management;
• Exclusion from meetings for example shareholder meetings and general meetings;
• Breaches of the Company Constitution, Replaceable Rules or Shareholder’s Agreements;
• Corporate and individual clients seeking access to books and records of the company;
• Seeking remedies against oppressive conduct pursuant to section 233 of the Corporations Act 2001 (Cth);
• Seeking remedies available against directors breaching their duties to the company and shareholders pursuant to the requirements of the Corporations Act 2001 (Cth);
• Seeking urgent interlocutory and final injunctions to prevent damage to the company;
• The appointment of an administrator or receiver to the company; and
• Insolvency and liquidation.

If a dispute cannot be resolved, providing advice and representing clients in seeking a winding up of the company, including on the basis of:

• Oppressive conduct pursuant to section 461(1)(f) of the Corporations Act 2001 (Cth); or
• Just and equitable terms pursuant to section 461(k) of the Corporations Act 2001 (Cth); and
• Providing advice and representing clients in defence of proceedings commenced against the client or the company.

If you are a director or shareholder in a company and are involved in, or are warried that you are about to become involved in a dispute, choose lawyers to represent you who are experienced in these areas.

The Corporations Act 2001 (Cth) s 233 allows shareholders to apply to the Court for relief where an act or lack of action or a propose act or proposed lack of action by a company is contrary to the interest of the shareholders, or, amounts to oppressive, unfair or discriminatory conduct against its members.

The corporations Act 2001 (Cth) s 233 gives the Court broad power to make appropriate orders if it finds that the company’s conduct is oppressive, including:

•   Winding up the company;
•   Making orders regulating how the company conduct its affairs in the future;
•   Ordering, restricting or placing conditions on the sale or purchase of shares;
•   Authorizing a member of the company to commence proceedings on behalf of the company; and
•   Appointing a receiver or receiver and manager of the company’s property.