Specialism: Shareholder Disputes

Commercial Agents Case and Statute Citator 2025

The Commercial Agents: Case and Statute Citator 2025 summarises UK laws governing self-employed commercial agents under the 1993 Regulations. It explains key duties, rights to commission, and rules on termination and compensation. The guide includes leading cases such as Lonsdale v Howard & Hallam Ltd (2007) and remains an essential resource for understanding commercial agency law in Great Britain.

Shareholder Protection from Unfair Prejudice Case and Statute Citator 2025

This guide explains how section 994 of the Companies Act 2006 allows shareholders to seek court relief where a company’s affairs are conducted unfairly prejudicially to their interests. Such disputes often occur in small private companies where shareholders are also directors. Common issues include exclusion from management, misuse of funds, or breaches of directors’ duties.

The court has wide powers under section 996, most often ordering a fair-value share buyout. “Unfair prejudice” is judged objectively — the conduct must be both unfair and damaging to a shareholder’s interests. The concept is especially relevant in “quasi-partnership” companies built on trust and mutual participation.

The citator compiles key cases and statutes, outlining procedure, remedies, and judicial interpretation, making it a practical reference for lawyers handling shareholder disputes and unfair prejudice claims.

Privy Council abolishes the Shareholder Rule – Jardine Strategic

The Judicial Committee of the Privy Council has abolished the long-standing “Shareholder Rule” in Jardine Strategic Limited v Oasis Investments II Master Fund Ltd [2025] UKPC 34. Despite arising from a Bermudian dispute, the ruling applies in England and Wales, confirming that companies can assert legal professional privilege against their shareholders. The Board held that the rule lacked a sound legal foundation, overturning a century of precedent and marking a major shift in shareholder litigation and company law.

Share Purchase Agreements: Getting your fair share

23es barristers Brad Pomfret KC and Qasver Khan explore the surge in Share Purchase Agreement (SPA) claims in 2025. They examine key legal risks and insurance trends, and highlight what solicitors need to know when navigating the complexities of SPAs—from warranties and disclosure letters to indemnities and limitation clauses. Their specialist insight offers valuable guidance on understanding claim pitfalls, the role of valuation, and how to approach SPA disputes effectively.

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