Re JE Cade & Son Ltd [1992] BCLC 213

Court: High Court

Facts: The petitioner, a shareholder in a family farming company, also owned land rented to the company. He brought an unfair prejudice petition, seeking to recover possession of the land, arguing that his interests as a member were affected.

Issue: Can a claim for unfair prejudice be made when the petitioner’s true interests lie outside their membership in the company?

Held: The court dismissed the petition, finding that the petitioner’s real objective was to regain possession of the land as a landlord, not to protect his rights as a member of the company.

Key Judicial Statement: Warner J “The interests of a member of a company that the court has jurisdiction to protect... are only his interests as a member. While those interests are not limited to his strict legal rights under the constitution of the company, they do not extend to interests in some other capacity.”

💡Leveluplaw : No claim for unfair prejudice can be made when the petitioner’s interest is unrelated to their capacity as a member of the company.