Arbuthnott v Bonnyman and others

Company – Transfer of shares. The claimant owned shares in a company. Other shareholders formed a corporate vehicle, by which they sought to acquire all shares in the company. All members of the company except the claimant accepted the offer. The claimant brought proceedings, contending that unfair prejudice had occurred, including that the company had sought to expropriate his shares at a gross undervalue. His claim was dismissed. The Court of Appeal, Civil Division, in dismissing the claimant's appeal, set out the principles, extracted from previous authority, as to the conditions for an effective challenge to an alteration to a company's articles.

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