Background Facts: CCM Investment Group Ltd. was formed to develop a mixed-use strata building in Richmond. Yinghe Investment owned 50% of CCM's shares, making it the largest shareholder. The company traditionally had a board of four directors, each representing a different shareholder. In March 2023, an Annual General Meeting (AGM) was called by a single director without consulting the others, resulting in a meeting where the largest shareholder, Yinghe Investment, was not represented. During this AGM, the number of directors was reduced, and the composition of the board was altered, effectively diminishing Yinghe Investment’s influence.

Legal Arguments/Issues: The appellants challenged the validity of the AGM and a subsequent directors' meeting under the Business Corporations Act, arguing that the meetings were improperly convened and that the business conducted should be declared invalid. The respondent cross-appealed, seeking validation of all decisions made during the meetings.

Court's Decision: The chambers judge declared the AGM and the directors' meeting invalid but made exceptions for certain decisions in the company’s best interests. The Court of Appeal upheld this ruling, confirming no error in the lower court's discretionary decisions.

Costs: Each party was ordered to bear their own costs due to the mixed success of the appeal and cross-appeal. No specific monetary award was granted.