News & Analysis as of

Shareholder Litigation United Kingdom

WilmerHale

The End of the Shareholder Rule: Aabar, Jardine, and the Future of Corporate Privilege

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Two recent judicial decisions have brought long-standing assumptions about the so-called “Shareholder Rule” under critical scrutiny. In Aabar Holdings S.à.r.l. v Glencore plc & ors, the English High Court held that companies...more

Hogan Lovells

The Emperor has no clothes: Privy Council strips down the Shareholder Rule and Hong Kong watches

Hogan Lovells on

The Shareholder Rule is a legal doctrine under which a company is generally precluded from asserting legal professional privilege to withhold documents from a shareholder in the course of litigation involving both the company...more

Marshall Dennehey

New York Court Reaffirms Internal Affairs Doctrine, Denies Standing in Derivative Suit Against English Corporation

Marshall Dennehey on

Ezrasons, Inc. v. Rudd, No. 2, --- N.E.3d ---, 2025 WL 1436000 (May 20, 2025) - “Few principles are more firmly entrenched in corporate law than the internal affairs doctrine, a choice-of-law rule providing that, with rare...more

Alston & Bird

Exit Means Exit: Lessons in Directors’ Duties, Unfair Prejudice, and Good-Faith Obligations Under English Law

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Our Financial Services Litigation Group examines an English Court of Appeal decision that highlights the need for company directors to fully understand and abide by the exit provisions in their shareholders’ agreements under...more

BCLP

Legal Privilege - the King has been advised - the Shareholder Rule no longer applies under English Law

BCLP on

Yesterday in a landmark decision, Jardine Strategic Limited v Oasis Investments II Master Fund Ltd and others, the Privy Council, on appeal from Bermuda’s Court of Appeal, has changed the law....more

Alston & Bird

Class Action & MDL Roundup | 2025 Q1 – Our Terms Define Class

Alston & Bird on

Welcome back to the Class Action & MDL Roundup! This edition covers notable class actions from the first quarter of 2025. In this edition, two UK actions fail to clear a low bar, a movie isn’t a video, and spam isn’t...more

Hogan Lovells

Key risk trends for Directors and Officers in 2025 and beyond

Hogan Lovells on

2024 was a standout year for the Directors and Officers (“D&O”) insurance market, as the industry navigated legislative upheaval and case law developments with remarkable resilience. Despite increasing mass-shareholder...more

Latham & Watkins LLP

English Court of Appeal Issues Guidance on Representative Actions in Securities Claims

Latham & Watkins LLP on

A landmark judgment from the Court of Appeal has clarified when representative proceedings may be issued on a bifurcated basis and the application of the regime to securities claims....more

White & Case LLP

2024 Half-year in review – M&A legal and market developments

White & Case LLP on

We set out below a number of interesting English court decisions and market developments which have taken place and their impact on M&A transactions. This review looks at these developments and gives practical guidance on...more

Latham & Watkins LLP

Navigating the Rise of UK Class Actions Implications for Private Equity

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As collective redress actions rise, sponsor and corporate statements are under high scrutiny, with an industry developing to take advantage....more

Latham & Watkins LLP

Corporates and Dealmakers Must Prepare For Increased UK Class Action Claims

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While class actions are well established in the US, they are increasingly common in the UK, driven by market volatility, availability of litigation funding, legal reforms, regulatory settlements, and growing scrutiny of...more

BCLP

Action Stations - Activist investors are hoping to influence the ESG agenda; what are the likely wider repercussions for the...

BCLP on

The ESG litigation landscape is rapidly developing. Activist claimants, whose end-goal is to effect change in the management, ESG policies or ESG credentials of companies or regulated firms, are progressively pressurising...more

BCLP

Claim To Fame - Mass Litigation: what key trends should financial services firms be aware of in 2024?

BCLP on

As we have explored in our Class Actions series, the popularity of mass claims in the English courts continues to grow. Such claims represent a substantial threat to financial institutions but, at the same time, we are also...more

Katten Muchin Rosenman LLP

You Say Hello. I Say Goodbye: The DnaNudge Case and Differences of Opinion on Share Conversions and Other Variations of Class...

Following a recent Court of Appeal decision, investors, portfolio companies and their advisers should be aware that English courts may, on occasion, adopt seemingly strained interpretations of ambiguous or unclear contract...more

Jones Day

The Climate Report: Third Quarter 2023

Jones Day on

REGULATORY ISSUES & UPDATES - New CFTC Enforcement on Carbon Markets Misconduct - The U.S. CFTC publishes a rare alert soliciting tips about potential manipulation in the carbon markets and announces the formation of...more

Latham & Watkins LLP

Greenwashing: Key Drivers, Risks, Enforcement, and Litigation

Latham & Watkins LLP on

LIDW23 member-hosted event provided insights into current and future trends in the greenwashing space. Latham & Watkins recently hosted a panel discussion during London International Disputes Week on the topic of...more

A&O Shearman

Construction of articles and class rights - a recent case

A&O Shearman on

Earlier this month the High Court had to consider - - how two particular provisions in articles of association operated together (or in conflict), and  - the statutory right (under s. 633, Companies Act 2006 ("s....more

Latham & Watkins LLP

Delaware Court Confirms Corporate Officers’ Duty of Oversight - Lessons for UK Companies

Latham & Watkins LLP on

The US decision reminds UK companies and their officers to identify and report red flags about misconduct in the workplace. Certain shareholders of McDonald’s Corporation (the Company) sued David Fairhurst, the Company’s...more

A&O Shearman

Keeping the Faith: English Court of Appeal Considers Contractual Good Faith Provision in Shareholder Agreement

A&O Shearman on

The English law concerning contractual duties of good faith (express and implied) has received considerable judicial attention in recent years. It will therefore be of interest to those who use English law contracts,...more

Mintz

Shareholder Lawsuit Filed Against Shell Board of Directors in the UK Concerning Failure to Prepare for Climate Change

Mintz on

ClientEarth, an environmental law organization, has filed a shareholder derivative lawsuit in the United Kingdom against Shell's board of directors for an alleged failure to adequately prepare Shell for the impact of climate...more

Dorsey & Whitney LLP

Implied Duty of Rationality in Commercial Contracts

Dorsey & Whitney LLP on

On 30 November 2020, the UK High Court handed down judgment in the relief phase of the case of Otello Corporation ASA v. Moore Freres & Company LLC and Last Lion Holdings Limited (BL-2018-000840). Dorsey & Whitney advised...more

Robins Kaplan LLP

Financial Daily Dose 9.28.2020 | Top Story: Federal Court Halts White House Ban on TIkTok App-Store Downloads

Robins Kaplan LLP on

A federal judge has delivered another win for TikTok over the weekend, temporarily blocking a White House ban “on new downloads of the video-sharing network, which would have gone into effect at 11:59 p.m. in Washington.” The...more

White & Case LLP

2019 Half-year in review: M&A legal and market developments

White & Case LLP on

We set out in the attached Newsletter a number of interesting English court decisions and market developments which have taken place in the second half of 2019 and their impact on M&A transactions. This review looks at these...more

Robins Kaplan LLP

Financial Daily Dose 12.06.2019 | Top Story: Aramco Prices Shares at High-end of Range That Would Value Company at $1.7 trillion

Robins Kaplan LLP on

Saudi Aramco has priced its offering at the high end of its range, setting the company up to raise more than $25 billion and value the company at nearly $1.7 trillion—all part of what promises to make this the world’s biggest...more

Latham & Watkins LLP

Litigation Funding: Private Equity Investment Opportunity and Portfolio Risk Management Tool

Latham & Watkins LLP on

Litigation funding, the third-party financing of legal costs in disputes, is increasingly common in the UK. As litigants have become comfortable with sophisticated litigation funders, these funders are responding to business...more

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