Deadlock and Termination: International Joint Ventures

Originally published in Practical Law Company, 2010.

1. In the absence of specific provisions in a company's bye-laws or a shareholders' agreement, are any remedies available at law in the event of an unresolved dispute between shareholders resulting in deadlock?

There are several remedies available under Canadian federal and provincial business corporations statutes in the event of an unresolved dispute between shareholders resulting in deadlock.

A shareholder can apply to the court for an order liquidating and dissolving the company. Such an order may be issued where the court is satisfied that:

• The affairs of the company have been conducted in an oppressive or unfairly prejudicial manner or in a way that unfairly disregards the interests of any shareholder.