A BRIEF OVERVIEW OF THE REMEDIES AVAILABLE TO A MINORITY SHAREHOLDER UNDER THE UK LAW

When a breach occurs in conducting company’s affairs which harms the interests of some members of the company or the company as a whole, the affected minority shareholders have the right to seek redress. There are three main types of action available to minority shareholders of public limited companies and limited liability companies in UK law. These are: a statutory derivative claim under ss 260-264 of Companies Act 2006 (“CA 2006”), a petition for unfairly prejudicial conduct under s 994 of CA 2006 (formerly s 459 of the Companies Act 1985) or a petition for the just and equitable winding up of the company under s 122(1)(g) of the Insolvency Act 1986 (“IA 1986”). While the statutory derivative claim is a corporate remedy, the latter two are personal remedies. The purpose of this article is to analyse, compare and contrast the remedies available to a minority shareholder under UK law. The second section of the paper draws a concise picture of current case and statutory law on these remedies, while the third section comparatively assesses their weakness and strengths to illustrate where to use them under which circumstances by considering several factors