38 results
14 Oct 2020 08:56
Furlough and administration: when is a contract of employment ‘adopted’?This article first appeared in the Autumn 2020 Edition of RECOVERY magazine and is reproduced with the permission of R3 and GTI Media. By Lisa Linklater and Harriet Hartshorn The Coronavirus Job Retention Scheme (the scheme) has been ground breaking for employers, employees and administrators of more...
Edward Davies QC considers the decision to put Lord Grade's media investment company into administration
In Re Gate Ventures plc [2020] EWHC 709 (Ch) the court considered a creditor’s application for an administration order over Gate Ventures plc (Gate Ventures). Gate Ventures is a media investment company. It was established with the backing of a number of figures who are well known in the British more...
17 Apr 2020 10:39
Carluccio’s Limited (in administration): Administration and furlough arrangements with employeesBy Lisa Linklater and Harriet Hartshorn Snowden J gives urgently sought directions to administrators in respect of furlough arrangements with employees following a remote video hearing in the matter of Carluccio’s Limited (in administration) [2020] EWHC 886 (Ch). Introduction The current global more...
28 Jan 2020 09:45
The UNCITRAL Model Law and the Cross-Border Insolvency Regulations 2006: a need for insolvency or severe financial distressIn Re Sturgeon Central Asia Balanced Fund Ltd [2020] EWHC 123 (Ch), Chief ICC Judge Briggs, sitting as a deputy judge of the High Court, terminated an order recognising the winding-up of a solvent company in Bermuda under the UNCITRAL Model Law on Cross-Border Insolvency, as implemented by the Cross more...
A Guide to Directors Disqualification Proceedings in England and Wales
Company Directors are at risk of being disqualified under the Company Directors Disqualification Act 1986 from holding office following investigations which may take place if their company becomes insolvent or there is other alleged wrongdoing. This short guide is intended to help company directors more...
Company Directors: Legal Duties
Between July and September 2019 a total of 169,751 new incorporations were registered at Companies House, each with at least one director. It is possible to be registered as a Company Director with a few clicks on the Companies House website, and yet many individual directors do not appreciate the more...
1 Aug 2019 09:27
Charity Commission’s first petition to wind up a charity (Re Thrift Urban Housing Limited)Restructuring & Insolvency analysis: The Charity Commission was successful in its petition to wind up a charity under the Insolvency Act 1986 on the ground that it was just and equitable to do so. This was the first time that the Charity Commission has exercised its power under section 113 of the more...
LEHMAN BROS INTERPRETATION OF THE PRINCIPLE IN RE CONDON, EX PARTE JAMES
Lehman Brothers Australia Ltd (in liquidation) v Lomas & Ors, the Joint Administrators of Lehman Brothers International (Europe) (in administration)[2018] EWHC 2783 (Ch) (Hildyard J, 24.10.18) The facts In simple terms, Lehman Brothers Australia Ltd (in liquidation) (“LBA”) claimed in the English more...
17 Jul 2019 15:43
Creative remedies in unfair prejudice petitionsJust as there is an infinite variety of ways in which majority shareholders in a company can mistreat a minority shareholder, the court also has creativity at its disposal when determining the appropriate remedy. It is tempting to dismiss share valuation as the province of expert valuers. However, more...
17 Jul 2019 15:34
Where does the law stand now on discounts for minority holdings in non quasi-partnership companies?Introduction There has been little in the area of unfair prejudice petitions that has caused more controversy in recent years than whether successful petitioners, having established unfair prejudice against the wrongdoers, should see the price paid for their shares reduced, possibly almost to more...
17 Jul 2019 15:30
Share Valuation in Shareholder DisputesOverview When it comes to key issues in unfair prejudice petitions, there is little which is more important to petitioners and respondents alike than whether a buy out order is likely to be made by the court, and if so what price will be ordered to be paid for the shares. The issue of valuation, more...
17 Jul 2019 15:19
Recent Developments in Quasi-PartnershipsApplying the same set of legal rules to all companies, regardless of their individual circumstances and characteristics, can lead to injustice. The concept of “quasi-partnership” encourages a more nuanced approach and allows courts to recognise and enforce equitable obligations which may have arisen more...
17 Jul 2019 15:15
Unfair Prejudice Petitions: what makes prejudice “unfair”?Unfairness is an essential ingredient in minority shareholder petitions. Prejudice alone is not enough. This article explores just what it is that a petitioner needs to prove to make prejudice “unfair” in order for a petition to succeed. The Elements of a Section 994 Petition Section 994 of the more...
17 Jul 2019 15:08
Introduction to “Demystifying Shareholder Disputes”, a series of articles by 4 New Square4 New Square continues to enjoy rapid growth in its profile in acting in shareholder disputes in England & Wales and internationally, including the recent unfair prejudice petition in Edwardian Group case in which Justin Fenwick QC and Anthony Jones acted for the successful Petitioner. Throughout more...
19 Jun 2019 15:18
Burnden Holdings (UK) Ltd v Fielding [2019] EWHC 1566 (Ch)On 19 June 2019, the High Court handed down a wide-ranging judgment concluding the lengthy proceedings brought by Burnden Holdings (UK) Ltd (“BHUK”) and its liquidator against two former directors, Mr and Mrs Fielding, in relation to a distribution in specie by BHUK and the grant of security in more...
22 Feb 2019 11:05
The interests of creditors on insolvency at common law. Have the goalposts moved?The Sequana decision 1. A director has a statutory duty to act in the way he considers would be most likely to promote the success of the company (Companies Act 2006, s.172; “CA 2006”). In doing so, he must have regard to the interests of creditors only when the director knows, or should know, that more...
BTI V Sequana: Court Of Appeal decision - including an important ruling on the circumstances in which the Director's duty to consider creditors' interests under
On 6 February 2019 the Court of Appeal handed down judgment on several appeals from decisions of Rose J [2016] EWHC 1686 (Ch) and [2017] EWHC 211 (Ch). Those appeals, [2019] EWCA Civ 112, covered only two of the claims before Rose J: a claim by BAT (as a creditor of the company) against Sequana more...
14 Feb 2019 13:56
The primacy of insolvency law over construction lawWith the Court of Appeal’s decision in Bresco Electrical Services Ltd v Michael J Lonsdale (Electrical) Ltd just a few weeks old, it is hardly surprising that people are looking again at the relationship between insolvency law and adjudication, noting that in cases of liquidation where parties have more...
7 Feb 2019 15:05
Shutting Pandora’s BoxInsolvency Set-Off and Construction Contract Adjudications in light of Bresco Electrical Services Ltd (in liquidation) v Michael J Lonsdale (electrical) Ltd; Cannon Corporate Ltd v Primus Build Ltd [2019] EWCA Civ 27 Ever since 31 July 2018, when Fraser J handed down his judgment in Michael J more...
6 Feb 2019 12:32
Bresco Electrical Services Ltd (in liquidation) v Michael J Lonsdale (Electrical) Ltd [2019] EWCA Civ 27This case concerned both the appeal in Bresco v Lonsdale and Cannon Corporate v Primus Build. The present case comment is only concerned with the former. Background Bresco appealed to set aside the order of an injunction from Fraser J. That injunction prevented the continuation of an adjudication in more...
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