Unfair prejudice petitions and fair offers for shares

Unfair prejudice petitions are a form of statutory protection afforded to minority shareholders in the context of shareholder disputes. Accordingly, pursuant to section 994 of the Companies Act (CA) 2006, provided an aggrieved minority shareholder can show that the company's affairs are being or have been conducted in a manner that is unfairly prejudicial to […]

The deadlock dilemma: going into business as a 50/50 shareholder

When two individuals, often friends or family, decide to start a business together, they often opt for a 50/50 split of ownership. This seems fair and logical, as both owners are entitled to equal profits and share the responsibilities of running the business. However, this equal partnership can lead to a deadlock dilemma when differences […]

Maintain Your Business Relationships While Pursuing Legal Claims

In the business world, relationships are everything. Maintaining good relationships with your clients, suppliers, and partners is critical for the success of your business. However, sometimes, disputes arise, and legal action becomes necessary to protect your interests. But can you bring a legal claim against a third party and still maintain good commercial relationships? In […]

Personal guarantees: will the court order that the original documents should be disclosed?

In litigation, the fundamental purpose of disclosure is to make available any evidence which either supports or undermines the respective parties' cases where, under Part 31 of the Civil Procedure Rules (CPR), parties are required to disclose to each other any documents that damage their case, as well as any helpful documents. Needless to say, […]

Meeting the increase in shareholder and partnership disputes with mediation

With the UK’s economy continuing to struggle, shareholder and partnership disputes are on the rise, with ailing businesses finding it increasingly difficult to remain aligned. The use of alternative dispute resolution (ADR) such as mediation is also becoming more prevalent as a means to resolve these types of disputes without recourse to the courts and […]

The essential ingredients of unfair prejudice petitions

When it comes to running a company, corporate decision-making is predominantly down to the company directors and majority shareholders. Still, even those with a minority shareholding are entitled to some limited say. More importantly, if the company's affairs are being conducted in a manner that is unfairly prejudicial, minority shareholders can petition to the court […]

The civil court's power to order a prison sentence: a cautionary reminder for company directors

In the recent case of Olympic Council of Asia v Novans Jets LLP and others [2023] EWHC 276 (Comm) it was held by the High Court that, following the amendment of Part 81 of the Civil Procedure Rules (CPR) back in October 2020 — which deals with applications in relation to contempt of court — […]

Litigation privilege: Loreley Financing v Credit Suisse

When it comes to legal professional privilege, the parameters of exactly what is in scope can often be unclear including, until recently, whether or not the identity of persons authorised to liaise with solicitors, and to provide those solicitors with instructions, must be disclosed. In the case of Loreley Financing (Jersey) No 30 Ltd v […]

Share purchase agreements: providing a valid notice of warranty claim

Providing a party with an improperly particularised notice of warranty claim in the context of a share purchase agreement (SPA) can often give rise to a dispute in itself and, in some cases, even a potential basis upon which a claim can be struck out. This, in turn, can create unnecessary applications to the court […]
Helping resolve and manage disputes. Civil disputes, contractual disputes, professional negligence claims and company disputes.

Company Money Should Not Be Spent on Shareholder Disputes

This legal update considers the case of King & Others v Kings Solutions Group Limited and Others [2022] EWHC 1099 (Ch) and one particular point which was highlighted in the judgment – whether company funds should be used to fund legal costs in a shareholder dispute. Background This appeal resulted from a protracted and intricate […]

The Dispute Adviser

A legal blog by Melissa Worth
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