Company incorporated by N and B.
Each would hold 50 shares.
B would loan £10k to company via another company,
N would look after company’s affairs for a salary.
Relationship between B and N broke down.
B demanded repayment of loan.
Eventually Anafield petitioned under Court of Appeal 1980,
s75, or alternatively for just and equitable winding-up.
Alleged neither Anafield nor B had been adequately
informed of important transactions affecting the company.
Also that N had improperly assumed control of company and
excluded B from involvement in its affairs.
Nourse J –
Treatment of Anafield not unfairly prejudicial.
Anafield’s exclusion from participation in business
largely due to B’s disinterest.
Regarding just and equitable winding-up, this would be granted.
N’s conduct had been substantial cause of the
irreparable destruction of relationship between him and B.
[So court held it had
not been established that affairs of company were conducted in a manner
unfairly prejudicial to Anafield, but it had
been established that it was just and equitable for company to be wound up]