4.6 Prevention of Oppression and Mismanagement

The oppression's anatomy (the exam's synthesis): oppression = the conduct burdensome,harsh and wrongful — the legitimate-expectations' betrayal (the "visible departure from the standards of fair dealing" — the classic's formulation-level); the faces: the dividend's-and- information's starvation, the dilution's-and-pre-emption's abuse, the asset-and-opportunity stripping, the meeting's-and-vote's manipulation, the family-exclusion's dramas (the Nepali family- company's staple); mismanagement = the affairs' conduct's gross-negligence-or-default — the company's-and-the creditors' harm; the remedies' architecture (the petition's-and-inquiry's routes; the court's-and-authority's powers (the board's-and-management's substitution, the share's- valuation-and-purchase (the exit's-compelled price), the winding-up's last resort)); the Nepali petition's practice (the OCR-and-court faces; the family-dispute era's cases); and the policy's balance (the minority's shield vs the strike-suit's-and-blackmail's sword — the leave-and-security- for-costs' filters of the comparative lore).