The following Corporate practice note provides comprehensive and up to date legal information covering:
A minority shareholder in a company does not have much power to influence its management and, therefore, sometimes their interests are disregarded. Should they need to protect their position, a minority shareholder can do so in a number of ways, eg they may bring an unfair prejudice claim, pursue a derivative action or seek a winding-up petition.
There is no definition of a minority shareholder in the Companies Act 2006 (CA 2006). Minority shareholders are usually persons who hold less than 50% of the shares in a company that have voting rights attached, meaning that they cannot block ordinary resolutions. Shareholders with less than 25% of the shares will also not be able to block special resolutions.
The two most common claims brought by minority shareholders to protect their interests are:
a claim that they have been unfairly prejudiced by the way the affairs of the company are being conducted, and
a derivative claim under the CA 2006
Shareholders can also:
petition the court for a winding up of a company under section 122(1)(g) of the Insolvency Act 1986 on the basis that it is just and equitable that the company is wound up, or
bring a claim against a director in their personal capacity, rather than as a director, where there are grounds to do so
**Trials are provided to all LexisPSL and LexisLibrary content, excluding Practice Compliance, Practice Management and Risk and Compliance, subscription packages are tailored to your specific needs. To discuss trialling these LexisPSL services please email customer service via our online form. Free trials are only available to individuals based in the UK. We may terminate this trial at any time or decide not to give a trial, for any reason. Trial includes one question to LexisAsk during the length of the trial.
To view the latest version of this document and thousands of others like it, sign-in to LexisPSL or register for a free trial.
Existing user? Sign-in
Take a free trial
The Standard Conditions of Sale (SCS), currently in their 5th edition (2018 revision), are a set of standard conditions which are commonly incorporated into contracts for the sale of residential property. The Standard Commercial Property Conditions (Third Edition—2018 Revision) (SCPC) are used for
This Practice Note considers the question of when court proceedings can be stayed. It identifies scenarios in which a party may apply for a stay of proceedings, including to allow for: a jurisdictional challenge; arbitration; an attempt to settle; related criminal proceedings; an opportunity to
Coronavirus (COVID-19): The guidance detailing normal practice set out in this Practice Note may be affected by measures concerning process and procedure in the civil courts that have been introduced as a result of the coronavirus (COVID-19) pandemic. For guidance, see Practice Note: Coronavirus
What is 'discontinuance'?Discontinuance is the means by which a claimant can bring all or part of the proceedings it has instigated to an end.A claimant has a right to discontinue all or part of a claim at any time.Where proceedings are brought to an end without an order or judgment from a court, eg
0330 161 1234
To view our latest legal guidance content,sign-in to Lexis®PSL or register for a free trial.