Shareholder Rights And Remedies: A Summary

This article summarises certain remedies available to aggrieved shareholders of companies incorporated in the popular offshore jurisdictions of the BVI and the Cayman Islands.

Unfair Prejudice

Statutory 'unfair prejudice' remedies are often employed by aggrieved shareholders who consider that the affairs of the relevant company are being conducted in a manner that is oppressive, unfairly discriminatory or unfairly prejudicial to them in their capacity as members of the company. In the BVI, shareholders may bring this action under Section 184I of the BVI Business Companies Act, 2004.

There is no free-standing statutory remedy for allegations of unfair prejudice in the Cayman Islands, outside the context of a winding up petition on just and equitable grounds under section 92(e) of the Cayman Islands Companies Act (2020 Revision). However, section 95(3) of the Law allows the Court to grant an alternative remedy for minority shareholders that can establish, in