In a dispute between shareholders holding half of the shares of a company one argued that the other took over the company and is managing it against its interests and for his personal interest while oppressing the claimant. The other shareholders filed a counterclaim in his behalf and on behalf of the company.
The Court discussed the motion to reject the company's counterclaim a priori because the company did not accept a resolution of the general meeting of its shareholders approving the filing of the claim. Because it is a preliminary stage of the proceedings the Court held that this issue should be reviewed after considering factual issues as to whether the company duly resolved to file the counterclaim and thus the issue will be decided as part of the proceedings and not in a preliminary process.