Companies disciplining a director for gross misconduct may have their actions upheld in court provided they act in a fair and unbiased way. This is so, even if the director successfully claims ‘unfair prejudice’, and the courts can value the director’s shares as if ‘bad leaver’ provisions in the company’s articles applied.
The case? Case ref: Gray & Ors, Re Braid Group (Holdings) Ltd  ScotCS CSOH_146
Companies investigating and disciplining directors or employees against a background of an internal dispute can have their actions upheld in court provided they act in a fair and unbiased way, even if the outcome benefits them