11/03/2026
The case arose from a dispute between a minority shareholder, Z, and the company T.
Z acquired a 13.2% shareholding in 2013 and later alleged that the company’s affairs had been conducted in a way that unfairly prejudiced his interests. In 2019, Z brought a petition under section 994 of the Companies Act 2006, the key statutory mechanism allowing shareholders to challenge unfair treatment by those controlling a company.
However, a procedural dispute emerged later. In 2022, Z sought to amend the petition to include a new complaint. He claimed that he had been excluded from a bonus share issue that occurred more than six years earlier, which allegedly caused monetary loss. Z therefore sought compensation for that exclusion. The company resisted the amendment. It argued that the new allegations were time barred under the Limitation Act 1980.
https://www.summerfieldbrowne.com/blog/no-limitation-period-for-unfair-prejudice-petitions-clarifying-the-scope-of-section-994/
