Company Disputes

How is the busy director to keep up with the ever changing duties and obligations imposed by company law? How is the shareholder to know what his rights and remedies are, and whether the directors are doing what they should?

Well, practical experience in company law disputes tells me that they do not; instead most directors simply plough on with running their business, and rely on their accountant to fix the paperwork at the end of the year. They also rely on shareholders staying quietly in the background, taking no real interest in the company they own.

If this approach ever worked, it certainly cannot now.

The Companies Act 2006 (CA 2006) turned into a leviathan - 1300 sections, in 47 parts, with 16 schedules. And its implementation was also fraught, with various sections coming into force by virtue of eight commencement orders between November 2006 and October 2009 -some 35 months.

And the changes did not stop there: despite the marathon size of the act it has required alteration with the Companies (Shareholders Rights) Regulations 2009; and much of the act allows for secondary legislation by ministers to make further changes.

CA 2006 introduced statutory codification of rules which had previously been found in case law; of course those cases remain relevant, and new interpretation is occurring.

Over the coming pages I will be looking at the issues that most often occur in company disputes in practice. This will include CA2006 matters, shareholders agreements, constitutional documents (articles etc) minority rights and unfair prejudice, and address issues that directors, shareholders and their advisors face. Feedback is most welcome. 

Contact us

The Clough & Willis team, with offices in both Bolton and Bury, is highly experienced in all aspects of company disputes. Speak to us about your situation today by either calling us on 0800 083 0815 or by completing our online contact form, which can be found on the side of this page. 

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