Rajani v. Wescana Properties Inc.
Wescana Properties Inc.
Wescana Pharmacy Ltd.
Zahir Rajani
Salman Rajani
Shafik Rajani
Law Firm / Organization
Drouillard Lawyers
Sherali Rajani
Law Firm / Organization
Drouillard Lawyers
Imran Rajani
Law Firm / Organization
Drouillard Lawyers
Natasha Rajani
Law Firm / Organization
Drouillard Lawyers

Background: The case involved the breakdown of business relationships in the Rajani family regarding Wescana Pharmacy Inc. and Wescana Properties Inc. Majority shareholders, Shafik Rajani, Sherali Rajani, Imran Rajani, and Natasha Rajani, sought the liquidation and dissolution of the companies. Minority shareholders, Zahir Rajani and Salman Rajani, alleged oppressive conduct and sought remedies.

Petition #1: Liquidation and Dissolution: The petitioners argued for dissolution under s. 324(1)(b) of the Business Corporations Act, requesting an independent broker to distribute the assets.

Petition #2: Oppression Remedies: The respondents claimed oppressive conduct, seeking repayment of Shafik’s shareholder loan ($1,618,665), interest, and return of overtime pay taken by Shafik and Imran. The court reviewed these claims, including unilateral changes to signing authority and improper asset transfers.

Contempt of Court Application: Zahir and Salman filed a contempt application against Shafik and Sherali for changing the signing authority of Wescana Properties' bank accounts without consent.

Held: The court found it just and equitable to liquidate and dissolve the companies, appointing an independent broker for asset distribution. Specific remedies for oppressive conduct and costs were awarded.

Costs/Damages Awarded: The court ordered the tax opinion cost ($106,696.80) to be shared equally between Wescana Properties and Wescana Pharmacy. The petitioners received special costs for Petition #1, and the respondents for Petition #2.

Supreme Court of British Columbia
S211375; S224466
Corporate & commercial law
$ 106,697
Petitioner