Colour Paints was established some time ago in order to improve the buying power of a

number of smaller retailers of paints so that they might meet the competition of larger

retail chains. For 6 years the company has actively pursued the object of purchasing paint

from manufacturers on behalf of members at a price comparable to that paid by the large

retail chains.

However, in the last year, the present directors, who are among the largest of the small

retailer members of Paints, have considered introducing scaled benefits for members

according to volume of purchases. They say that the smaller members of Paints will still

remain better off than if they were to purchase alone, and that to meet increasing

administrative costs, some recognition should be paid to the fact that a small number of

Paints' larger members have really been responsible for the benefits received by all

members. At various meetings over the past year, directors have continually raised these

points.

Last week, the board passed a resolution establishing a new members' buying list, by

which the larger members of Paints will continue to buy at prices comparable to those

paid by the retail chains and the smaller purchasing members will pay 25% more.

George Brush, a member holding a 2% shareholding wishes to challenge the directors'

actions.

Advise George Brush on whether he may obtain relief under the minority oppression

remedy