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Company law

Wilberforce has a strong reputation for its work across all areas of company law, including financial assistance, shareholder disputes and directors’ duties issues. It has particular expertise on high-value corporate reorganisations and on offshore transactional advice and litigation.

The complementary expertise of all our members in equity and trusts provides the framework for a deeper understanding of the issues ensuing from breaches of the fiduciary duties owed to companies, equitable compensation, and the proprietary remedies arising out of wrongful disposals of company assets.

Our members offer expert advice and advocacy in relation to a wide range of company law issues such as:

  • Shareholder disputes
  • 994 petitions (under Companies Act 2006)
  • Derivative actions
  • Share and business sale agreements
  • Breach of warranty disputes
  • Shareholder agreements
  • Financial assistance
  • Directors’ duties and negligence
  • Disqualification of directors
  • Restoration of companies to the register
  • OEICs
  • Corporate insolvency – winding up, administration, CVA, receivership
  • Accounting/audit negligence

Instructions come from large, multinational corporations, through to medium sized and small companies and their directors and shareholders. A number of our members have particular experience of company law disputes in other jurisdictions, including most of the principle offshore jurisdictions, Singapore and Hong Kong.

 

Rankings and recognition

Wilberforce is ranked as a leading company law set in both Chambers & Partners and The Legal 500. Coverage below.

Chambers & Partners UK 2022: Wilberforce Chambers represents an excellent choice of set for company matters. Its barristers frequently represent clients faced with domestic and cross-border shareholder disputes, issues of directors’ duties and breaches of fiduciary duty, among other matters. Their reputation for handling offshore work is particularly strong. Recent instructions include advising in Neil v FRP Advisory LLP, a high-value shareholders’ claim.

The Legal 500 UK 2022: As a set, Wilberforce Chambers is prominent in the company and insolvency law spheres and takes on cases relating to directors duties, breaches of fiduciary duty and boardroom disputes. Marcia Shekerdemian QC leads the representation of Jabac Finances in complex claims and cross claims under the Companies Act section 994 comprising a listed 22-day trial involving a breach of statutory duty claim and two minority shareholder petitions.Among others, Lexa Hilliard QC acts on significant directors’ disputes incorporating offshore elements. In a substantial transactional mandate for the set, James Bailey QC was instructed on the company law elements of the Racing Point Formula One team’s rebrand to Aston Martin, following team owner Lawrence Stroll’s purchase of a minority stake in the motor manufacturer.

 

Recent instructions include:

  • Re BHS Group Limited [2022]: Liquidators’ claim against former directors of BHS for breach of fiduciary duty, negligence and wrongful trading.
  • Oberman v Collins [2021]: This case involved an unfair prejudice petition relating to the ownership of a company forming an £8m property portfolio. It has potentially significant ramifications for unmarried couples who jointly conduct a business together.
  • Re Force India (Formula 1) [2019]: A consortium led by Canadian billionaire Lawrence Stroll, father of F1 racing driver Lance Stroll, acquired the business and assets of the Force India racing team. The transaction was exceptionally complex, and ground breaking in that asset purchases were historically prohibited by the FIA.
  • New Look Retailers Limited [2019]: Advising the guarantor of rent due on leases taken out by New Look after the New Look CVA (Company Voluntary Arrangement).
  • Sky Stream Corp v Alexander Pleshekov [2018]: Dispute over ownership of 20 per cent of the shareholding of Transaero Airlines (one of Russia’s largest airlines). Acting for the claimant in both the BVI Commercial Court and the Court of Appeal.
  • Paylor v Bowers [2018]: Contested worldwide freezing order proceedings in the context of fraudulent breach of statutory and fiduciary duty and tracing claims against the struck-off directors of two companies involved in multi-million pound fraudulent “Ponzi” schemes straddling jurisdictions such as the UAE, Brazil and Panama.
  • DE Shaw Oculus Portfolios LLC v Orient Express Hotels Limited in the High Court in Bermuda. Orient Express Hotels Limited successfully argued that it was lawful under the laws of Bermuda for a publicly-quoted company to be controlled by its own wholly owned subsidiary.
  • ABC Company (SPV) v J & Co. An application by an investor in a split portfolio company which had suspended redemptions of a minority of its portfolios to wind up the company.
  • Planck v Tinsel Group and Vitol Holdings. A shareholder dispute proceeding in Rotterdam concerning a significant stake in one of the world’s largest energy traders.
  • Apex Global Management Limited v FiCall Limited and Others. A multi-million pound shareholders’ dispute between the shareholders of FiCall.
  • Acting for the liquidator Re ICP Strategies Cayman Islands landmark decision enabling foreign courts to rely on fraudulent trading provisions of the Cayman Companies Law.