Commercial Litigation > Oppression Remedies
The oppression remedy allows stakeholders (primarily minority shareholders) to become plaintiffs when they are wronged by a company.
Shareholder oppression occurs when the majority shareholders or directors of a corporation use their power to disadvantage minority shareholders or act against the best interests of the company. This can include withholding information, mismanagement, exclusion from decision-making, and reducing share value.
Shareholder oppression is prohibited under the Canada Business Corporations Act (CBCA) and provincial business corporation laws. For lawyers and claimants this is a highly appealing way to bring a claim as it provides Judges essentially complete control in determining how to remedy the dispute.
If you are a victim of shareholder oppression in Canada, you have various legal remedies available to you:
A derivative action is a legal action initiated by a shareholder on behalf of the corporation. This action seeks to address wrongdoing by the directors or officers of the corporation that has caused harm to the corporation and its shareholders. A derivative action allows minority shareholders to seek redress without needing the approval of the majority shareholders.
An oppression remedy is a legal action initiated by a shareholder to remedy unfair treatment by the corporation or its directors. The remedy seeks to address situations where the conduct of the corporation or its directors unfairly prejudiced, disregarded, or oppressed the interests of the shareholders. The CBCA and provincial business corporation laws provide for oppression remedies, allowing shareholders to seek redress through the courts.
A shareholder agreement is a contract among the shareholders of a corporation that outlines the rights and obligations of each shareholder. A shareholder agreement can provide for dispute resolution mechanisms, such as mediation or arbitration, that can be used to resolve issues without resorting to legal action.
Dissent rights are a shareholder’s right to oppose certain corporate actions, such as mergers or amalgamations, and to require the corporation to purchase their shares at fair value. Dissent rights provide a form of protection to shareholders who are opposed to significant corporate actions that could negatively impact the value of their shares.
Find out how we can assist you
Oppression Remedies is a complex area of the law, and we use our 40+ years of litigation experience to offer you a frank assessment of your case, and how we can help you resolve it. Litigation doesn’t have to be expensive.
If you are a stakeholder or minority shareholder who has been wronged by a company, and you want to discuss whether your situation qualifies for injunctive relief and/or damages (general, special or out of pocket costs), contact J.F. Lalonde or Andrew Donaldson at (613) 232-5773. Or you can arrange a consultation using our online form below.