Oppression under s 232 of the Corporations Act 2001 (Cth) can be established even where there is no breach of contract, no estoppel, and the respondent has acted in good faith. The terminology of 'legitimate expectation' is not appropriate and is unhelpful in the oppression context; the court's task is to apply the statutory text to the facts. A reasonable offer to buy out a minority shareholding is merely one factor relevant to oppression and does not preclude a finding of oppression. Keeping the value of a minority shareholding locked up in a company, combined with cessation of income, no prospect of sale, and the majority running the company as its own, can constitute oppression warranting a compulsory buy-out order.
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