(2) Subject to subsection (3), where, on application by an eligible
applicant, the Court is satisfied that:
- (a)
- a person is guilty of fraud,
negligence, default, breach of trust or breach of duty in relation to a
corporation; and
- (b)
- the corporation has suffered, or is likely to suffer, loss or damage as a
result of the fraud, negligence, default, breach of trust or breach of duty;
the Court may make such order or orders as it thinks appropriate against or in
relation to the person (including either or both of the orders specified in
subsection (4)) and may so make an order against or in relation to a
person even though the person may have committed an offence in respect of the
matter to which the order relates.
(3) The Court must not make an order against a person under
subsection (2) unless the Court has given the person the opportunity:
- (a)
- to give evidence; and
- (b)
- to call witnesses to give evidence; and
- (c)
- to bring other evidence in relation to the matters to which the
application relates; and
- (d)
- to employ, at the person's own expense, a solicitor, or a solicitor and
counsel, to put to the person, or to any other witness, such questions as the
Court considers just for the purpose of enabling the person to explain or
qualify any answers or evidence given by the person.
(4) The orders that may be made under subsection (2) against a person
include:
- (a)
- an order directing the person to pay money or transfer property
to the corporation; and
- (b)
- an order directing the person to pay to the corporation the amount of the
loss or damage.
(5) Nothing in this section prevents any person from instituting any other
proceedings in relation to matters in respect of which an application may be
made under this section.