Example Cases of Shareholder Disputes: How the Courts Have Decided

Why Case Law Matters in Shareholder Disputes

The law governing shareholder disputes is developed almost entirely through case law. Section 994 of the Companies Act 2006 provides the statutory framework, but it is the decided cases that give that framework its practical meaning: what conduct the courts have found to be unfairly prejudicial, how valuation disputes are resolved, when limitation arguments succeed, and what remedies have been granted in which circumstances.

This page links to detailed analyses of recent decided cases that are relevant to shareholders, directors and their advisers dealing with disputes under Section 994, derivative claims, just and equitable winding up and related areas of company law. Each case note explains what was decided, why it matters and what practical lessons it offers.

This page is part of the Shareholder Disputes Knowledge Guide. If you need legal advice on a shareholder dispute see my direct access barrister page.

Recent Case Analyses

Petition for a just and equitable winding up refused because of dishonesty and lack of clean hands

Successful unfair prejudice shareholder claim despite gross misconduct being proven against the claimant and dismissal upheld

Successful claim in a shareholder dispute against a director for diversion of business

Successful family business unfair prejudice shareholder claim where one shareholder transferred assets and business to his own company

A useful refresher on how judges approach witness credibility and evidence when the documents run out in shareholder disputes

£2.27m award for successful unfair prejudice petitioner

When a 50/50 shareholder deal goes wrong: five lessons from Bown v Shipley

THG Plc v Zedra Trust Company (Jersey) Ltd [2026] UKSC 6

Taylor v Taylor and Anor (Re Jamett Properties Ltd) [2026] EWHC 106 (Ch)

Atherton v Atherton and Ors [2025] EWHC 3229 (Ch)

Aquapoint LP (in Official Liquidation) v Xiaohu Fan [2025] UKPC 56

Ndungu v SPG Limited and others [2025] EWHC 3039 (Ch)

Jardine Strategic Limited v Oasis Investments II Master Fund Ltd and 80 others [2025] UKPC 34

THG PLC v Zedra Trust Company (Jersey) Ltd [2024] EWCA Civ 158

Re Contingent and Future Technologies Ltd [2023] EWHC 2451 (Ch)

Dodson and Anor v Shield and Ors [2023] EWCA Civ 1391

About These Case Analyses

These case notes are written from a practitioner’s perspective, with a focus on what each decision means in practice for shareholders, directors and businesses facing similar situations. They address the facts of each case, the legal issues decided, the reasoning of the court, and the practical implications for those involved in or considering shareholder dispute proceedings.

The case law in this area continues to develop. New decisions regularly refine or extend the principles established in earlier cases, and the boundaries of the unfair prejudice jurisdiction are tested in new factual situations with each significant judgment. Keeping abreast of recent decisions is an important part of advising on and managing shareholder disputes effectively.

For a broader overview of the legal principles applicable to shareholder disputes, including unfair prejudice petitions, derivative claims, just and equitable winding up, breach of shareholders’ agreement, and the remedies available, see the Shareholder Disputes Knowledge Guide and my book Shareholder Disputes: A Practical Guide for Business Owners, Directors and Family Businesses.

About Robin Somerville

I am a practising barrister specialising in shareholder, director and business disputes. Before qualifying as a barrister and mediator I set up, grew and sold three technology businesses and was involved in my own shareholder dispute which settled at mediation. That commercial experience informs the way I approach every dispute: understanding not just the legal framework but the commercial, financial and personal pressures that shape how shareholders actually behave and what outcomes they genuinely need.

I have been involved in, advised on, or decided well over 1,000 cases over more than twenty-five years in one capacity or another. I accept instructions directly under the direct access scheme, meaning you can instruct me without going through a solicitor. For more detail see my direct access barrister page.

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Get in Touch

If you are facing a shareholder dispute and want to understand how the courts are likely to approach your situation, I would be glad to discuss your options.

Call 020 4538 0246, use the contact form below, or book a call directly.

Important disclaimer: This page is provided for general information and educational purposes only and does not constitute legal advice. The content may not be legally accurate for your specific situation. You must not rely on anything on this page in respect of your legal rights. The law in this area relates to companies registered in England and Wales only. Always seek independent legal advice from a qualified specialist before taking or refraining from taking any action. The author accepts no responsibility for any decisions made or outcomes arising from use of this material. If you would like specific advice on your situation, contact me here.

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Example cases of shareholder disputes