91. Powers of Court with respect to defaulting substantial shareholders

Question 1

91. Powers of Court with respect to defaulting substantial shareholders

Answer 1

General overview
[91.01] Section 91 provides for the legal consequences of a substantial shareholder contravening the reporting obligations under ss 82, 83 and 84. The Minister may apply to court for any of the orders enumerated in s 91(1)(a) to (h). Basically, the substantial shareholder’s rights under those shares shall be disregarded. These rights include the right of disposal, sale, voting and distribution.

Question 2

“inadvertence or mistake…”

Answer 2

[91.02] Subsection (6) provides that the court shall not make an order under this section, other than an order restraining the exercise of voting rights, if it is satisfied that the contravention was due to the inadvertence or mistake of the substantial shareholder or to the substantial shareholder not being aware of a relevant fact or occurrence; and the failure ought to be excused.

Question 3

Notification to substantial shareholder

Answer 3

[91.03] Subsection (7) provides that the court shall notify such persons as it thinks fit of the application under s 91, and also direct that the notice of the application be published in such manner as it thinks fit.