Shareholder Oppression Requires More Than Poor Record-Keeping

The Ontario Business Corporations Act contains provisions creating what is referred to as an "oppression remedy." Generally speaking, this remedy allows shareholders, officers, and directors to seek redress for corporate conduct that is oppressive, unfairly prejudicial or unfairly disregards their interests. Substantially similar statutory remedies exist throughout the provinces and federally in the Canada Business Corporations Act (the "CBCA"). The remedy is broad and allows courts flexibility to address oppression in a variety of ways.

Mennillo v. Intramodal Inc., 2016 SCC 51, is a recent case decided by the Supreme Court of Canada. It is the first time in about eight years that the Supreme Court has considered and provided guidance on the oppression remedy.