Gray and others, petitioners

Companies – Shareholders – Unfair prejudice. Court of Session: In an application under s 996 the Companies Act 2006 in which minority shareholders sought an order for the purchase of their shares, alleging that the company's affairs had been conducted in manner unfairly prejudicial to their interests, the court held that the company could not properly be characterised as a quasi‑partnership, that conduct unfairly prejudicial to the petitioners' interests had been proved in some respects, although not in others, and that it was fair and reasonable to make an order for the purchase of the petitioners' shares at the lower of 75% of fair value and the subscription or par value paid for them.

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