Charlotte Dormon

Section 994 of the Companies Act 2006 provides one of the most important protections available for shareholders - allowing a shareholder to apply to the court by petition for relief where “the company’s affairs are being or have been conducted in a manner that is unfairly prejudicial to the interests of members generally or of some part of its members (including at least himself),…”. These claims are often termed as “corporate divorce”.

In May, the UK Supreme Court handed down judgment in the case of Bilta (UK) Ltd (in liquidation) and others v Tradition Financial Services Ltd. The case related to issues arising from a 2009 Missing Trader Intra-Community Fraud (“MTIC Fraud”), also known as carousel fraud, that resulted in losses of tens of millions to HMRC. What is MTIC Fraud? MTIC Fraud exploits the fact that goods traded between EU countries are VAT-free.

The recent case of Alkhawaja v TPL Investment Management Ltd & Anor [2024] ADGMCRI 0009 before the Abu Dhabi Global Market (“ADGM”) Court highlights the need for directors to be mindful of the overarching power of company law when seeking to implement their remuneration packages.