Sim Yong Kim v Evenstar Investments Pte Ltd

On a petition to wind up a company on the just and equitable ground under s 254(1)(i) of the Companies Act, unfairness is the touchstone, and where the company is in substance a quasi-partnership the exclusion of a participating minority member from management may justify winding up; but the just-and-equitable jurisdiction does not entitle a member to 'exit at will' absent such unfairness. NOTE: this winding-up / quasi-partnership doctrine is the principle the corpus mistakenly attributed to the Sun Electric / Sunseap id above.