Where a family company's shareholder composition changes due to bankruptcy, the sole director must adopt a higher standard of accountability and transparency, and the informal management style previously tolerated in a family context may constitute oppressive conduct. A disputed loan account that cannot be adequately verified by the director may constitute a lack of probity justifying winding up, particularly where the loan account effectively eliminates the value of the other shareholder's interest. Winding up may be the appropriate remedy where irreconcilable conflict over a disputed loan account prevents any effective determination of share value.
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