What must a petitioner prove when applying to the courts regarding class rights variation?

When a petitioner is applying to the courts regarding the variation of class rights, they must demonstrate that the variation is unfairly prejudicial to the interests of the shareholders in that class. This principle is rooted in the need to protect minority shareholders from decisions that could disadvantage them disproportionately. The courts are particularly focused on ensuring that all shareholders are treated fairly and justly, and any variation that prejudices their rights would typically be scrutinized closely.

This requirement essentially safeguards against any arbitrary or unjust decisions that could alter the fundamental rights attached to a class of shares without the requisite consent or consideration of those affected. If a petitioner can prove that the variation is unfairly prejudicial, it allows for a potential remedy, such as a reversal of the decision or compensation for the affected shareholders.

In contrast, proving financial benefits, corporate approval, or the impact on multiple classes of shares does not directly address the fairness aspect that is central to the protection of minority shareholders’ rights. While those factors might play a role in the overall context, the crux of the court's inquiry is whether the rights of the affected class are being disregarded in an unjust manner.