ABSTRACT
The departure from the wording of s.210 of the Companies Act 1948, which talked in terms of oppression, has considerably expanded the scope of the remedy.1 While it follows that cases decided in favour of petitioners under s.210 would be similarly decided under s.459, it does not necessarily follow that cases which were unsuccessful under s.210 would be decided differently today under s.459. The matter depends upon the precise definition of unfair prejudice. The courts have rightly shown a reluctance to formulate a generally accepted or comprehensive definition, as this would have the undesirable effect of stultifying the very wide discretion conferred on them by the section.2 Whether conduct is necessarily unfairly prejudicial will have to be evaluated against the nature of the firm and the interests of its members. However several principles by which the courts are guided can be detected from decided cases.
