We have experience assisting our business clients with a number of different types of disputes including breach of contract, corporate governance disputes, uninsured products liability and recall problems and related insurance issues. We regularly appear in the British Columbia Supreme Court and Small Claims Court for our business clients to resolve these types of disputes.
We act for business clients who have disputes with suppliers, vendors or customers over a variety of issues including non-payment and non-performance. These disputes typically turn on the legal interpretation of the meaning of the words in the contract that apply to the conduct in question.
Corporate Governance – Shareholders Remedies
There are many private corporations that have a small number of shareholders who have invested in the enterprise. Sometimes the shareholders of a corporation agree to share in its management but in the absence of a shareholder agreement, the majority shareholder(s) control who is elected as a director. Over time and regardless whether there is a shareholder agreement in place, relations between shareholders can deteriorate and a minority shareholder may take the position that he or she has been treated unfairly in the overall conduct of the affairs of the corporation.
Both Canada and British Columbia have statutes governing the affairs of business corporations incorporated in those jurisdictions. Those statutes allow minority shareholders to petition the Court for relief from “oppressive” or “unfairly prejudicial” conduct by the corporation through its directors. Assuming such conduct is found to have occurred by the Court, orders that may be granted include the prohibition of the impugned conduct, the setting aside of some action by the corporation, a ‘shotgun’ arrangement for the purchase/sale of shares, the liquidation of the corporation, a financial investigation or an audit. If a shareholder agreement is in place, the Court will also likely be asked to interpret that agreement as it applies to the dispute including whether any remedies provided for in the agreement should be enforced. We can assist both shareholders and corporations handle these types of disputes.