Shareholder, Partnership & Oppression Disputes
A shareholder dispute is rarely only about the law; it is about people who built something together and can no longer work with one another. The remedy a court will grant — a buy-out, an order regulating conduct, a winding-up — usually turns on what the accounts and the register can be made to show, so we get to the documents early.
Minority-oppression petitions, deadlock, derivative actions and business divorces — where the falling-out is between people who own the company together.
What we handle
- Oppression and unfair-prejudice petitions under s.346
- Court-ordered share buy-outs and valuation disputes
- Deadlock and just-and-equitable winding-up (as an alternative remedy)
- Statutory derivative actions on behalf of the company (ss.347–350)
- Directors’ duties, removal and board-control disputes
- Partnership and joint-venture break-ups
Our approach to a shareholder disputes matter
Secure the record
The company’s books, the register of members, the board minutes — these decide oppression cases. We secure and read them early, before they can be tidied.
Frame the remedy
A s.346 petition can ask for many things. We frame the relief realistically — usually a buy-out at a fair value — and marshal the evidence that supports it.
Value and negotiate
Most of these disputes settle on a number. We work with valuers to establish a defensible figure and negotiate from evidence, not indignation.
Try it if we must
If it will not settle, an oppression petition is tried like any other action — on the documents and the conduct — and we prepare it that way from the start.
The team for shareholder disputes
Shareholder Disputes: the questions we are asked
What counts as “oppression”?
Broadly, conduct of the company’s affairs, or an exercise of the directors’ powers, in a manner oppressive to, or in disregard of, the interests of a member — for example, exclusion from management contrary to an understanding, diversion of profits, or improper share issues. Whether conduct crosses the line is fact-specific; we assess it against the decided cases.
I am a minority shareholder being frozen out. What can I do?
A petition under s.346 of the Companies Act 2016 can seek relief including a court-ordered buy-out of your shares at a fair value, or orders regulating how the company is run. The sooner the conduct is documented, the stronger the petition — so keep records and take advice early.
Can I sue on behalf of the company itself?
Sometimes. Where a wrong has been done to the company but those in control will not act, a statutory derivative action under ss.347–350 may be brought with the court’s leave. It is a defined procedure with its own threshold, and we advise on whether it is the right route or whether a personal oppression claim fits better.