Background: Carolyn and Donna, along with other family members, were shareholders of 436537 B.C. Ltd., which owned a significant property called La Maison Blanche. After various familial changes and share redistributions, Donna ended up with a majority share and control of the company.

Legal Issues: The case centered on whether Carolyn's reasonable expectations as a shareholder were violated in a manner constituting oppression or unfair prejudice and whether she was entitled to just and equitable relief.

Arguments and Positions

• Carolyn's Position: Carolyn claimed that Donna's actions, including mismanagement and personal gains at the company's expense, harmed her interests as a shareholder. She sought a purchase of her shares by Donna for $2,221,318 or alternative relief including the liquidation of the company.
• Donna's Position: Donna argued that the issues were unsuitable for summary disposition and denied any wrongdoing, stating that the shareholder rights were governed strictly by the company's Articles.
• David Stewart's Position: David, another shareholder, supported Carolyn's claims but did not support the company's liquidation.

Held: The court found that Donna's failures in corporate governance, specifically her failure to hold AGMs and to maintain proper financial records, did constitute oppressive behavior towards Carolyn. However, other allegations of financial mismanagement by Donna were not substantiated.

Award: The court did not specify the total amount of costs or awards at this stage, pending further hearings on the appropriate remedies.