Case No. CR-2019-LDS-000669

Where the acts complained of have no adverse financial consequence, it may be more difficult to establish relevant prejudice. This may particularly be the case where the acts or omissions are breaches of duty owed to the company rather than to shareholders individually. If it is said that the directors or some of them had been in breach of duty to the company but no loss to the company has resulted, the company would not have a claim against those directors. It may therefore be difficult for a shareholder to show that nonetheless as a member he has suffered prejudice….”147.There may be circumstances where the company has suffered loss by reason of the particular conduct or act or omission but there is no financial impact on the shareholder because the company is insolvent. In general the requirement to show “prejudice” to the member’s interests will mean that “the petitioner must show that his shares would have had a value but for the wrongdoing of the respondents”: Re Tobian Properties Ltd [2012] EWCA Civ 998, [2013] 2 BCLC 567 at [11]:“