General principles about winding up a company on the JUST AND EQUITABLE ground are set out in ACQUAPOINT LLP v FAN (2025) UKPC 56 at paras 50-57 inc.
At paras 73/74, the Privy Council says that, in a corporate context, EQUITABLE CONSIDERATIONS AS REGARDS THE EXERCISE OF LEGAL RIGHTS will NOT generally apply : particular contractual arrangements may well be inconsistent with the possibility of equitable considerations arising at all or continuing in place.