Question
Peter and Levin were formerly partners in a firm of motor mechanics. In 2010, they incorporated the business into a limited company named as Mavis
Peter and Levin were formerly partners in a firm of motor mechanics. In 2010, they incorporated the business into a limited company named as Mavis Motors Ltd in which each of them held 50 shares. Peter and Levin had since then become a managing director and a director of the company respectively. In 2016, Jerry joined the company, taking 10 shares and becoming a director.
Since the incorporation of the company, Peter has been running its business by himself, excluding Levin and, since 2016, Jerry from the major management decisions, some of which proved to be disastrous to the company. For example, Peter invited Andy (Peter's brother) as a consultant to the company at a large salary, which the company found it difficult to afford. Levin has been disillusioned, and lost interest in the company. At a recent shareholders' meeting in which Levin was absent, a resolution was passed to remove Jerry as a director.
Both Jerry and Levin hope to leave the company. They have petitioned under the Companies Ordinance, seeking an order that Peter acquire their shares at a valuation to be determined by the court, or alternatively that the company be wound up.
Discuss whether Levin and Jerry has any ground to claim a share purchase order and/or wind up Mavis Motors Ltd under the Companies Ordinance.
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