Boardroom and shareholder disputes

Boardroom and Business Owner Disputes

Boardroom and business owner disputes can have devastating effects on a company if not quickly and effectively managed. The distraction and burden caused by a director, partner or shareholder who is not giving the business their full attention can have serious implications if not dealt with properly.

Our team has a wealth of experience in the resolution of these disputes, helping clients where there are allegations that a company is not being run properly, or that the members have suffered losses because of the actions of those in charge.

Specifically, we are experienced in:

  • bringing and defending unfair prejudice actions under 994 Companies Act 2006;
  • appropriate petitioning for companies to be wound up on just and equitable grounds;
  • bringing derivative claims in the name of the company;
  • advising and defending claims for breach of directors’ duties;
  • bringing and defending claims for damages, or for directors or business owners to be reinstated if they have been excluded from the business; and
  • partnership disputes.

We are also experienced in settling disputes through negotiation, including mediation. We act for companies, members, directors and both majority and minority shareholders, keeping the parties’ commercial and business interests front of mind.

Case example
  • Our client fell out with his co-director resulting in gridlock in the company. When our client discovered that a form had been lodged at Companies House terminating his appointment as a director, we made an immediate application to the High Court for an injunction to prevent the unlawful transfer of our client’s shares. We eventually obtained a share transfer order, putting ownership of the company into the hands of our client.
  • Our clients were multiple defendants to a derivative claim brought by a shareholder. The claims sought to trace the proceeds of dividends the claimant alleged had been wrongly paid by the company and to undo various transactions that the claimant alleged had wrongly reduced the claimant’s shareholding from 70% to 7%. The defendants maintained that all transactions were correctly entered into, there was no wrong doing and no transactions were void or voidable. The claim was initiated by way of a without notice proprietary injunction against all our clients.  At the first hearing following our instruction, we successfully resisted the continuation of the injunction and robustly defended our clients’ position, and we expected to receive a significant costs order as a result at the subsequent hearing to deal with costs. The matter was successfully settled on favourable terms for our clients following mediation.
  • We acted for the respondent to an unfair prejudice petition. The matter involved two 50% shareholders; the petitioner alleged that he had suffered unfair prejudice at the hands of the respondent as he had been removed from his management role within the business and as director. The respondent maintained that whilst the petitioner’s removal had been prejudicial, it was not unfair as the petitioner had previously admitted to assisting in defrauding a client. The matter was resolved successfully following negotiations.