Introduction

[1] On 29 April 2008 leave was granted to the appellant to appeal against the judgment of the Court of Appeal reversing the decision of the High Court. Five questions were posed for consideration by this Court. Having heard the appeal proper judgment was reserved to consider the points involved.

[2] For convenience and to minimize confusion in this judgment the 1st respondent is addressed as 'the company' and the appellant as 'the petitioner'. The 2nd and 3rd respondents remain the same.

[3] As this appeal is focused on the scope and application of s 181 of the Companies Act 1965 (the Act) to prove facts and circumstances, it is only appropriate at the outset to reproduce the relevant portions of the section which read:-

181. Remedy in cases of an oppression.

(1) Any member or holder of a debenture of a company or, in the case of a declared company under Part IX, the Minister, may apply to the Court for an order under this section on the ground

(a) that the affairs of the company are being conducted or the powers of the directors are being exercised in a manner oppressive to one or more of the members or holders of debentures including himself or in dis