Overview
The internal governance and structural integrity of a company are vital to its long-term survival, yet corporate structures are frequently vulnerable to internal friction, power struggles, and breaches of fiduciary trust. Shareholder and corporate disputes involve highly sensitive, internal legal battles among equity holders, board directors, institutional investors, and founding partners.
These conflicts often test the boundaries of corporate law, company articles of association, and shareholder agreements. Resolving these internal stalemates requires a sophisticated understanding of corporate governance, valuation mechanics, and minority protection rights, ensuring that management gridlocks or predatory board actions do not permanently disrupt company operations or destroy shareholder value.
- Derivative Claims: Specialized lawsuits initiated by minority shareholders on behalf of the corporation itself, targeting company directors or majority officers for fraud, negligence, or systemic breaches of statutory duties.
- Governance Disputes: Legal actions and internal corporate battles regarding compliance failures, executive compensation, overreach of directorial powers, or gridlocks within the board of directors.
- JV (Joint Venture) Disputes: High-value commercial conflicts breaking out between independent corporate partners who have co-invested in a special purpose vehicle (SPV) or shared project, typically involving capital calls, profit distribution, or exit strategies.
- Unfair Prejudice: Statutory petitions brought by minority shareholders when the company’s affairs are being conducted in a manner that is oppressively or unfairly detrimental to their financial interests or management rights.
Select Experience
Our team handles high-value contractual disputes, including shareholder disputes, derivative, double derivative claims, distribution agreement terminations, guarantee disputes, and matters involving intricate security arrangements. We have particular experience in disputes concerning non-exclusive jurisdiction clauses and the arbitrability of admitted debts.
In aviation, we act for global Maintenance, Repair and Overhaul (MRO) providers in engine recovery and complex contractual disputes.
- Leading and co-ordinating the East African litigation strategy for a Dutch brewing company defending a USD 25 billion (KES 3.25 trillion) plus claim in Tanzania and Uganda.
- Successfully represented one of the world’s largest aviation MRO providers in a USD 400,000 (KES 52 million) dispute involving complex issues regarding the applicability of standard clauses and non-exclusive dispute resolution clauses.
- Acting in a derivative action involving land and business operations exceeding USD 16.7 million (KES 2 billion).
- Representing a minority shareholder in a complex dispute involving unfair prejudice and director misconduct in a leading regional film and advertising company.
- Successfully advising on a complex double derivative claim.
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