The imposition of duties on a controlling shareholder was also recognized in situations in which the majority shareholder acted to sell the company or its business to the detriment of the minority shareholders. However, the anchor for the imposition of the duty is found in the duty of fairness imposed on the shareholders and not necessarily in the laws of fiduciary duties (see section 193 of the Companies Law; Civil Appeal 7657/17 CPA Chen Berdichev in his capacity as a trustee of the creditors' arrangement of Feuchtwanger Industries in a tax appeal v. Feuchtwanger [Nevo] (June 18, 2020); ibid., pp. 215-217; Civil Appeal 817/79 Kosui v. Y.L. Bank Feuchtwanger Ltd., IsrSC 38(3) 253 (1984); Class Action 26809-01-11 Kahane v. Makhteshim - Agan Industries Tax Appeal [Nevo] (3/8/2011)).
- Either way, it is clear that A shareholder who wishes to review the accounts held by the company or another shareholder may rely on the rulings dealing with a judgment for the issuance of accounts, only if he is convinced of the existence of a trust relationship, and it is not enough to prove his rights in the shares.
- More It is worth emphasizing that a distinction must be made between the scope of a shareholder's access rights and the scope of a director's access rights in a company, and this is clear. A director of a company must receive for his review all the documents and all the accounts he needs to make decisions in the management of the company. A director's right to invoke is anchored Section 265 The Companies Law states:
(a) Every director has the right to inspect the company's documents and records and to receive copies thereof, and to inspect the company's assets, to the extent necessary to fulfill his duties as a director.
(b) The Company may prevent a director from inspecting a document or asset of the Company, if the Board of Directors believes that the Director is acting in bad faith or that such an examination may harm the Company's interests.
(c) The court may, at the request of an external director, determine that the right stated in subsection (a) will also apply to documents and records of any related company, if it is convinced that the requested information is important for the performance of its role as an external director.