
Judgment was given last Friday in
Waldron v Waldron [2019] EWHC 115 (Ch). Although first instance, the decision is an important one on the operation of the unfair prejudice remedy within
Part 30 of the
Companies Act 2006. The trial judge,
HHJ Eyre QC, was required to consider the circumstances in which equitable considerations would make it unfair for those conducting the affairs of the company to rely on their strict legal rights. More specifically, was it necessary for
all of the company's shareholders to be party to the relevant understandings in order for the equitable considerations to apply? No, answered HHJ Eyre QC, observing that "the presence of third-party rights is a potent factor in determining the
existence of the equitable constraints on the majority rather than an
absolute bar to such constraints" (para. [41]).
Update (11 April 2019) - a few days ago the
ICLR published a summary of the decision: see
here.
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