If the motions fail, Maybe also consider the interests as a...

If the motions fail, Maybe also consider the interests as a minority shareholder are protected by the Corporations Act.

sorry for the unformatted EXTRACT below

Oppressive Conduct In general, minority shareholder oppression refers to conduct which falls within section 232 of the Corporations Act and includes conduct which is contrary to the interests of the shareholders as a whole or oppressive to, unfairly prejudicial to, or unfairly discriminatory against a shareholder or shareholders. Some examples of shareholder oppression that have triggered minority protection remedies include:– Excluding a minority shareholder from involvement in the affairs of the company;– Denial of information; – The diversion of a legitimate corporate opportunity to themselves or associates; – Deadlock, the inability to maintain a proper corporate governance regime for the company.Who may apply for relief?Standing to bring an action is covered by section 234 of the Act.This section provides that, inter alia, the following types of individuals may apply for reliefa) A member of the company;(b) In certain circumstances former members;(c) A person whom ASIC thinks appropriate having regard to investigations it has conducted.What isn’t shareholder oppression?The critical feature of shareholder oppression is that the unfairness must go beyond mere disadvantage. A minority member may resent being outvoted or be dissatisfied at the way the majority is managing a company’s affairs, but this alone will not be enough to constitute oppression.Available forms of reliefThe court, in exercising its discretion, may grant a remedy appropriate to the circumstances pursuant to section 233 of the Act.Under this section, the court has a broad discretion to make orders in relation to a company. One common remedy for oppressive conduct is an order that either the company or a member (generally the majority shareholders) buy the oppressed members shares.However, other remedies include:– Regulating the conduct of the company’s affairs;– Existing constitution be modified or repealed;– Injunction be ordered to restrain a specific act; and– Winding up.It must be noted that courts are “extremely reluctant to wind up a solvent company” … “t is well accepted that the winding up of a solvent and flourishing company should be a last resort”. Courts will consider whether any other relief would be preferable to a winding up order.ConclusionIf a minority shareholder is concerned about the actions and conduct of the company, director(s) or majority shareholders they should take steps to ensure that their interests are protected.Disclaimer: This article is intended to provide general information in summary form on legal topics, current at the time of first publication. The contents do not constitute legal advice and should not be relied upon as such. Formal legal advice should be sought in particular matters.