Corporations Act 2001

CHAPTER 2F - MEMBERS' RIGHTS AND REMEDIES  

PART 2F.1 - OPPRESSIVE CONDUCT OF AFFAIRS  

SECTION 233   ORDERS THE COURT CAN MAKE  

233(1)    
The Court can make any order under this section that it considers appropriate in relation to the company, including an order:

(a)    that the company be wound up;

(b)    that the company ' s existing constitution be modified or repealed;

(c)    regulating the conduct of the company ' s affairs in the future;

(d)    for the purchase of any shares by any member or person to whom a share in the company has been transmitted by will or by operation of law;

(e)    for the purchase of shares with an appropriate reduction of the company ' s share capital;

(f)    for the company to institute, prosecute, defend or discontinue specified proceedings;

(g)    authorising a member, or a person to whom a share in the company has been transmitted by will or by operation of law, to institute, prosecute, defend or discontinue specified proceedings in the name and on behalf of the company;

(h)    appointing a receiver or a receiver and manager of any or all of the company ' s property;

(i)    restraining a person from engaging in specified conduct or from doing a specified act;

(j)    requiring a person to do a specified act.

Note: If the company is a CCIV there are modifications for paragraphs (1)(a) and (h) (see section 1227G and Part 8B.6 ).

Order that the company be wound up

233(2)    
If an order that a company be wound up is made under this section, the provisions of this Act relating to the winding up of companies apply:

(a)    as if the order were made under section 461 ; and

(b)    with such changes as are necessary.

Order altering constitution

233(3)    
If an order made under this section repeals or modifies a company ' s constitution, or requires the company to adopt a constitution, the company does not have the power under section 136 to change or repeal the constitution if that change or repeal would be inconsistent with the provisions of the order, unless:

(a)    the order states that the company does have the power to make such a change or repeal; or

(b)    the company first obtains the leave of the Court.

Note: If the company is a CCIV the reference to section 136 is modified (see subsection 1227G(2) ).