We have represented clients from a wide variety of industry sectors in domestic and international disputes involving shareholdings or companies. In particular we have acted in minority shareholder claims for unfair prejudice under section 459 of the Companies Act 1985 (now Section 994 of the Companies Act 2006), claims against directors, and claims involving breaches of joint venture or shareholder agreements.
In addition, we are frequently called on to act when necessary in connection with applications to obtain court approval to changes in the company's constitution, membership or its rules.
In this type of dispute, more than most, the prospect of a commercially pragmatic solution to the problem are very real and something we will be alive to and seeking to achieve from the outset, particularly if at the heart of the problem, as so often is the case, is a dispute over the strategic direction of the business or its management and where an appropriate share buy-back agreement is the solution.
Examples of our recent experience in this field includes:
- a minority shareholder claim in respect of a 25% shareholding in a substantial printing company which resulted in a substantial payment and buy out of our client's interest
- a minority shareholder claim in respect of a shareholding of 50% in a substantial international software business which resulted in a dismissal of claims against our clients and contribution towards costs following mediation.
- a substantial claim involving breaches of an asset sale agreement, and shareholders agreement, involving an estate agency business, which resulted in a judgment in our client's favour for the full amount owed, with interest and costs.
- advising the majority shareholder on threatened s.994 proceedings, resulting in a settlement and buy-out of the minority shareholders' shares.
- a claim by majority shareholders against minority shareholding directors in a construction company for wrongful diversion of business and for recovery of money improperly paid out by the company, which resulted in a successful settlement for our clients.