Post-Zedra, courts are more likely to strike out petitions that plead unfairly prejudicial conduct outside of relevant limitation periods. Stephen Burns & Katie Bewick explain why
- Discusses the recent Court of Appeal judgment in THG PLC & Ors v Zedra Trust Company (Jersey) Limited, which shakes up more than 40 years of ‘received wisdom’ that statutory limitation periods do not apply to unfair prejudice claims made pursuant to s 994 of the Companies Act 2006.
A claim in unfair prejudice may be made pursuant to s 994 of the Companies Act 2006 (CA 2006) to allege the affairs of a company are being or have been conducted in a manner that is unfairly prejudicial to the rights of a shareholder. While the court has wide discretionary powers in respect of remedies it grants, typically relief sought is for an order that the shares of the petitioner (or sometimes the respondent) are bought out at fair value. Other remedies can include that the affairs of the company are regulated such that the conduct complained of stops.
The Limitation Act
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