When assessing whether a derivative action is in the best interests of a trustee company under s 237(2)(c), the court must take into account that the company has no beneficial interest in the disputed assets, so that success would not increase the company's beneficial assets or share value. The existence of an arguable case does not of itself establish that it is in the company's best interests to bring proceedings. Questions of the company's exposure to adverse costs orders must be addressed on the leave application itself, not deferred to a security for costs application, because the two applications serve different purposes and protect different interests. The court has power under ss 237 and 241 to grant leave on conditions including an indemnity as to costs.
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