What is the current state of the law in Canada with respect to oppression remedies?

Before the creation of the statutory oppression remedy, the courts followed Foss v. Harbottle, (1843) 2 Hare 461, in which the court refused to recognize any legal interest of the shareholder in the corporation’s property and held the corporation alone had the power to sue for an alleged wrong to its property. This rule left the decision to sue in the hands of those who controlled the company, giving effect to the principle of majority rule. The traditional approach of Canadian courts was that business decisions were to be made by the directors and the majority shareholders.

The courts would intervene only in limited circumstances. Jenkins L.J. in Edwards v. Halliwell, [1950] 2 All E.R. 1064 at 1067 (C.A.) set out four exceptions to the rule in Foss, supra: 1. an act which is ultra vires the company or illegal; 2. an act which constitutes a fraud against the minority and the wrongdoers are themselves in control of the company; 3. an irregularity in the passing of a resolution which requires a qualified majority; 4. an act which infringes the personal rights of an individual shareholder.