Published by Boss Lawyers | April 2025
Keywords: director dispute, shareholder oppression, locked out of business, partnership dispute, business dispute lawyer Brisbane

Introduction: A Common but Devastating Scenario

It’s every business owner’s nightmare:
– You log in to your email — access denied.
– You call your company accountant — they’ve been told not to speak to you.
– The bank account? Frozen.
– Your business partner has locked you out.

This scenario plays out far more often than people think. And it almost always signals the start of a serious director dispute or shareholder oppression claim.

At Boss Lawyers, we’ve helped dozens of clients regain control, protect their rights, and hold rogue business partners accountable.

1. Locked Out of Your Own Company? Here’s What That Actually Means

Being “locked out” can take different forms, including:

• Being removed as a signatory from company bank accounts;
• Loss of access to emails, shared drives, or internal systems;
• Removal as a director via ASIC without consent;
• Unilateral termination of shareholder access or employment;
• Clients and staff being told you’ve “left” the business.

These actions often breach the Corporations Act 2001 (Cth) and may amount to oppressive conduct under section 232.

2. First Steps: What You Need to Do Immediately

Step 1: Stay Calm — but Act Fast
Delay can weaken your position. The sooner you act, the more control you retain.

Step 2: Preserve Evidence
Take screenshots, back up communications, and document what happened and when.

Step 3: Get Legal Advice
Every hour counts. You’ll need urgent advice on whether to seek an injunction, a statutory demand, or file for oppression relief.

Step 4: Check the Company Constitution and Shareholders Agreement
Your rights may be enforceable by contract — and could include provisions for board deadlock, forced exits, or valuation procedures.

3. Can You Remove Your Co-Director or Business Partner?

Yes — but it depends on the structure.

• If you’re a 50/50 shareholder, the solution may involve court intervention, a negotiated buyout, or winding up.
• If there’s a majority shareholder, you may have claims for oppression, breach of fiduciary duty, or unfair prejudice.
• You may also seek an injunction to stop unlawful conduct or restore access.

We’ve successfully acted in matters involving:

• Emergency injunctions to reinstate directors;
• Oppression claims forcing compulsory share buy-backs;
• Court-appointed receivers in deadlock situations;
• Compensation orders for losses caused by unauthorised conduct.

4. What Not to Do

• Don’t send angry emails — they may later be used against you.
• Don’t try to “hack back in” — that could breach the law.
• Don’t tell clients or staff anything defamatory — stay professional.

You need to preserve your credibility and focus on building your legal case.

5. How Boss Lawyers Can Help

We specialise in business disputes — especially when they get personal. Our team can assist with:

✅ Urgent court applications to restore access or protect rights
✅ Oppression proceedings in the Supreme Court
✅ Negotiating and enforcing buy-out terms
✅ Valuation disputes and shareholder exits
✅ Director duties, deadlock, and constitution enforcement

We act quickly, discreetly, and commercially — with one goal: putting you back in control.

Real Case Examples (Names Changed for Confidentiality)

David, a 50% shareholder and co-director of a thriving tech company, was unexpectedly removed from ASIC records, denied access to financials, and effectively locked out of the business by his fellow directors. At the same time, those directors withheld issuing critical invoices — manufacturing a false insolvency concern that destabilised key customer and supplier relationships and led to breaches of the company’s banking covenants.

The situation escalated to litigation, with an application filed in the Supreme Court alleging oppression under sections 232 and 233 of the Corporations Act 2001 (Cth) and claiming a fundamental breakdown in trust and confidence.

We acted for David in defending the application and responding with a comprehensive strategy that included:

• A section 247A demand for access to the company’s books and records;
• Evidence highlighting the intentional disruption of the company’s cash flow position;
• Submissions addressing the true nature and timing of the alleged “resignation” and ASIC changes.

Court-ordered mediation was secured, and under the pressure of potential indemnity cost orders, the matter resolved at mediation with a favourable commercial outcome for our client, including a negotiated buyout of his shareholding and recognition of the improper conduct.

In another matter, involving a large not for profit organisation, Boss Lawyers acted on behalf of a board member and director in circumstances involving contested governance and charitable control. In that case, we sought:

• Injunctions to prevent further unilateral board actions;
• Declaratory relief regarding the validity of board resolutions and the status of directorships;
• Orders regulating future conduct of the company to protect the rights of stakeholders.

That proceeding demonstrated the power of swift legal intervention where governance concerns arise and helped preserve the mission and structure of the organisation during a critical transition.

Conclusion: Don’t Let a Rogue Director Destroy Your Business

Being locked out of your business is frightening — but you’re not powerless. With decisive legal action, you can regain control, hold the wrongdoer accountable, and protect the company you’ve built.

If you’ve been locked out, threatened, or sidelined — contact Boss Lawyers immediately.

We’ll help you fight back.