Shareholder Group Actions - An Emerging Trend

Introduction

Shareholder group actions are an emerging trend. These actions are claims under FSMA 2000 ss.90 and 90A which deal the provision of misleading information being given to prospective or current shareholders.

It is difficult and expensive for individual shareholders to bring such claims, so increasingly groups of shareholders are getting together to bring claims against directors. Any such claims, if successful, would be for the benefit of the shareholders, and not the company.

After initial court action, out of court settlements were achieved in claims against Tesco and Royal Bank of Scotland. In the high-profile case of ACL Netherlands BV v Lynch & Anor, the Claimants succeeded in a claim against the directors of the Cambridge-based software company, Autonomy.

Where claims may not be established under FSMA 2000 ss.90 and 90A they may be established under misrepresentation, particularly where there has been questionable accounting practice or other forms of deceit. There may also the possibility of derivative claims where directors’ actions have caused the company itself loss.

This webinar will also discuss the requirements for listing particulars and prospectuses under the FCA Prospectus Regulation Rules.

What You Will Learn

This webinar will cover the following:

• The rules applicable to the publication and issue of listing particulars and prospectuses
• The circumstances under which shareholder groups may be formed
• Recent cases on ss.90 and 90A of FSMA 2000 and what may be learned from them
• How to avoid claims under those sections in the first place
• The past and current law relating to misrepresentations of a company’s assets, liabilities and prospect
• The potential liability of directors, particularly where there are derivative claims against directors

This webinar was recorded on 22nd January 2024