Corporate and M&A

Contact: Tony Stumm, Partner; Carter Newell (Queensland, Australia)

It is not uncommon in disputes between members and their company for ‘oppression’ to be raised. In this context, s 233 of the Corporations Act 2001 (Cth) entitles a member to seek a wide variety of alleviating orders if the member can prove they were oppressed by the company’s conduct, acts or omissions or where the conduct in question was unfairly prejudicial to or unfairly discriminatory against the member. In a recent case of Wilmar Sugar Australia Limited v Queensland Sugar Limited, in the matter of Queensland Sugar Limited [2016] FCA 20, Wilmar Sugar Australia Limited (Wilmar) argued it was oppressed as a member of Sugar Australia Limited (SAL) and sought to have annulled an amendment to SAL’s constitution which it claimed to be oppressive. This newsletter examines the case and its ramifications.

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