Close Corporations Act, 1984 (Act No. 69 of 1984)Part V : Internal Relations49. Unfairly prejudicial conduct |
| (1) | Any member of a corporation who alleges that any particular act or omission of the corporation or of one or more other members is unfairly prejudicial, unjust or inequitable to him, or to some members including him, or that the affairs of the corporation are being conducted in a manner unfairly prejudicial, unjust or inequitable to him, or to some members including him, may make an application to a Court for an order under this section. |
| (2) | If on any such application it appears to the Court that the particular act or omission is unfairly prejudicial, unjust or inequitable as contemplated in subsection (1), or that the corporation's affairs are being conducted as so contemplated, and if the Court considers it just and equitable, the Court may with a view to settling the dispute make such order as it thinks fit, whether for regulating the future conduct of the affairs of the corporation or for the purchase of the interest of any member of the corporation by other members thereof or by the corporation. |
| (3) | When an order under this section makes any alteration or addition to the relevant founding statement or association agreement, or replaces any association agreement, the alteration or addition or replacement shall have effect as if it were duly made by agreement of the members concerned. |
| (4) | A copy of an order made under this section which— |
| (a) | alters or adds to a founding statement shall within 28 days of the making thereof be lodged by the corporation with the Registrar for registration; or |
| (b) | alters or adds to or replaces any association agreement, shall be kept by the corporation at its registered office where any member of the corporation may inspect it. |
| (5) | [Section 49(5) repealed by section 224, item 8(5) of Schedule 3(A), of Notice No. 421 dated 9 April 2009] |