Worldwide: Shareholders

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Article
Gamett v Hughes: Mandatory Refusal Of Derivative Claim And Clarification Of Applicants’ Disclosure Duties
In Gamett v Hughes, the English High Court dismissed a shareholder's derivative claim application on mandatory grounds under the Companies Act 2006. The case involved complex questions of directors' duties in the context of an English company and its associated German entity, with the derivative action unusually founded on an alleged oral agreement between two equal shareholders concerning the German entity's operation.
United Kingdom Commercial
QC
Quadrant Chambers
Article
Preserving English Assets Pending Foreign Shareholder Proceedings
The High Court granted urgent interim relief under section 25 of the Civil Jurisdiction and Judgments Act 1982 to protect English subsidiary assets during Isle of Man shareholder proceedings. The case demonstrates how English courts can swiftly intervene when a same-day asset disposal raises questions about value, connected-party involvement, and lack of disclosure to a 50% shareholder.
United Kingdom Commercial
BL
Barnes Law
Article
When is a term sheet legally binding? Commercial Court guidance on term sheets and misrepresentation
A Commercial Court ruling clarifies when equity term sheets create binding obligations and how warranties in corporate transactions may constitute actionable misrepresentations. The decision in Hoffman v Finalto Group Limited examines the enforceability of management equity arrangements and the legal treatment of disclosure statements in M&A contexts.
United Kingdom Commercial
GW
Gowling WLG
Article
A New Restructuring Playbook: Why Private Credit Lenders Should Watch England
Private credit lenders face a new reality as U.S. distressed borrowers increasingly turn to English restructuring tools to reorganize New York law-governed debt outside of Chapter 11. Recent cases demonstrate how Schemes of Arrangement and Restructuring Plans can bind dissenting creditors, reduce minority creditor influence, and potentially circumvent the absolute priority rule. Understanding these cross-border mechanisms has become essential for lenders navigating modern restructuring dynamics.
United Kingdom Insolvency
PR
Proskauer Rose LLP
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