ABSTRACT
This chapter shows how the courts, while anxious wherever possible to uphold majority rule, are willing to use equitable principles to provide remedies for oppressed minority shareholders. The majority will have sufficient votes to be able to pass or block resolutions. Therefore, in respect to management by resolution in general meetings a majority will have control of the company. The normal position in law is that a company is to operate on the basis of majority rule. Provision of minority protection equals exceptions to the rule in Foss v. Harbottle. This is where, individually or in groups, minority shareholders may sue the wrongdoers. The willingness of the courts to permit minority shareholders to bring an action is a judicial recognition that those in majority control may abuse their position by refusing to let the board or general meetings take action against those who have committed a wrong against the company.
