Question
Mr William bought shares worth $170 000 in Wiki-money Enterprises Pty Ltd when the company was incorporated by her friends Oscar and Alice Green. At
Mr William bought shares worth $170 000 in Wiki-money Enterprises Pty Ltd when the company was incorporated by her friends Oscar and Alice Green. At the time this was equivalent to 10% of the issued shares. Oscar and Alice Green took up 35% each and the remaining 20% was were taken up by their son Olive.
Wiki-money Enterprises Pty Ltd was run very profitably for several years. Dividends were regularly paid out of the profits of the company for the first 4 years. In the fifth year, there was a disagreement between Mr William on the one hand and Oscar and Alice Green on the other.
Subsequently, the company paid no dividends. The company however paid hefty salaries, bonuses and directors fees to the Green family. They retained additional funds in the Retained Earnings account, and did not allow Mr William to inspect the records of the company. This effectively ensured that the Green family received a steady income stream, while Mr William received no funds from the company for the next 3 years.
He has tried to sell her shares but under the constitution of the company, the Green Family are the only ones she is permitted to sell to, and they offered her $17,000 for her investment.
It is now four years since Mr William received a dividend from the company, and he has come to seek your advice as to her position. He believes that the company is being run solely to benefit the Green family and that she has been oppressed by their actions.
REQUIRED:
With reference to relevant sections of the Corporations Act 2001 (Cth) and appropriate case law, use the IRAC legal problem-solving approach to advise Mr William whether he has any recourse.
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