Commercial Chancery

Commercial Chancery work is a traditional strength of Chambers. Our team includes silks and leading juniors with many ranked by the Legal 500.

Our members frequently appear in the Chancery Division and the Queen’s Bench Division of the High Court including the Commercial Court, TCC and the Companies Court, as well as the Court of Appeal and the County Court.

Our clients include some of the South’s largest businesses, local authorities, statutory bodies as well as individual directors and shareholders.

Our team is able to provide representation on a broad spectrum of commercial and chancery disputes, be they of a general commercial or contractual nature, or areas requiring specialist expertise such as company, director and shareholder disputes, partnerships, unincorporated associations, insolvency, fraud, asset tracing, utilities, construction, mergers and share purchases, restraint of trade and restrictive covenants, and confidentiality.

We have considerable experience in advising on and applying for injunctive relief including search orders and freezing orders.

Agency

Commercial and contractual disputes are a core component of the commercial team’s work. Members frequently advise and provide representation in relation to contracts for the sale of goods and supply of services, framework agreements, carriage of goods, unfair terms and exclusions, and the interpretation of contracts.

Members also advise and act in relation to matters where mistake, misrepresentation, non-disclosure, frustration, promissory estoppel, and breach of contract are in issue.

Recent instructions include:

  • High Court litigation concerning the importance of the doctrine of good faith and fair dealing in long-term contractual relationships
  • High Court litigation concerning the ownership of a major London casino
  • High Court litigation concerning the ownership of an international fuel pipeline
  • High Court litigation following insurance trustees’ refusal to allow a dependency claim following the death of the Claimant’s partner
  • High Court litigation regarding alleged misrepresentations by a national health screening company
  • High Court litigation regarding the dissolution of a partnership and distribution of its assets

Members are also instructed to assist with non-contentious matters such as drafting contracts and terms and conditions.

Commercial and contractual disputes

Our members frequently appear in cases involving agents, including cases where the extent of an agent’s implied, ostensible or actual authority is in issue; where there is alleged to have been a breach of fiduciary duty or contract between agent and principal; and where an agent is pursuing unpaid commission.

Recent instructions include:

  • Acting for an agent concerning the interpretation of his contract of engagement, alleged unpaid commission following the sale of a company and alleged breaches of fiduciary duty
  • Advising an agent as to commission due to him following the amalgamation of two multi-national businesses and associated issues regarding damages for loss of a chance and limitation

Our Members frequently appear in cases involving agents, including cases where the extent of an agent’s implied, ostensible or actual authority is in issue; where there is alleged to have been a breach of fiduciary duty or contract between agent and principal; and where an agent is pursuing unpaid commission.

Commercial Fraud & Injunctions

The commercial team act for administrators, liquidators, directors and others offering specialist advice and advocacy relating to litigation arising out of fraudulent, dishonest or unconscionable conduct including breach of fiduciary duty, misuse of confidential information, dishonest assistance and knowing receipt, and the available remedies.

Members also provide urgent advice and representation in respect of interim and other remedies such as injunctions, freezing orders, search orders and Norwich Pharmacal orders. Our clerks also enjoy a good relationship with the requisite listing offices and can provide support for such applications.

Members are also able to advise on the enforcement of judgments including charging orders and orders for sale, third party debt orders, writs of control and writs of sequestration.

Recent instructions include:

  • Proceedings seeking damages following a finding that a party was not entitled to a freezing injunction
  • Enforcing a judgment debt following the breakdown of a property development scheme by obtaining an ex parte freezing injunction over the Defendant’s assets on the basis that there was a risk of dissipation of assets abroad, and then maintaining that injunction at a contested hearing upon the return date
  • Advising and obtaining emergency undertakings from several employees who sought to break away from a major national company and form a competing company using confidential information

Company, Shareholder & Director Disputes & Disqualification

Our team are frequently instructed to advise and represent parties in these disputes. Members’ expertise includes unfair prejudice petitions and derivative actions, winding-up petitions on just and equitable grounds, breach and enforcement of directors’ duties, proceedings under Company Directors Disqualification Act 1986, disputes concerning the company’s articles of association, and issue of share capital. Members are also able to provide non-contentious advice and transaction support.

Members’ expertise in this area includes unfair prejudice petitions and derivative actions, winding-up petitions on just and equitable grounds, breach and enforcement of directors’ duties, proceedings under Company Directors Disqualification Act 1986, disputes concerning the company’s articles of association, and issue of share capital. Members are also able to provide non-contentious advice and transaction support.

Recent instructions include:

  • High Court litigation brought by the Members of the Lawn Tennis Association concerning the ownership of the Club
  • High Court litigation seeking registration as the holder of a substantial minority shareholding
  • High Court litigation concerning the ownership of shares in UK and offshore companies and investment properties which had been transferred because of misrepresentation and undue influence
  • High Court litigation concerning a substantial family company including allegations of breach of contract and the illicit winding-up of the company
  • Proceedings concerning whether the restrictive covenants could be implied against the former director of a financial services company
  • Advice and assistance with a multi-million pound share purchase transaction

Construction & Utilities

Our team have experience of all stages of construction dispute and act for employers, developers, local authorities, contractors, sub-contractors, architects and surveyors, appearing in the High Court TCC, the specialist list in the County Court as well as in arbitrations and adjudications and also being instructed in mediations and other forms of ADR.

Recent cases range from straightforward domestic building contracts to complex litigation in the TCC which often involves negligence on the part of architects, surveyors and other construction professionals.

Members of the team also advise and represent utilities companies in relation to commercial disputes including contractual disputes, procurement, construction and adjudication, and the rights and liabilities in relation to sewer repairs and water mains.

Recent instructions include:

  • A successful adjudication pursuant to section 108 of the Housing Grants, Construction and Regeneration Act 1996 (as amended by the Local Democracy, Economic Development Act 2009) concerning interim payments
  • Reported TCC proceedings regarding the enforcement of an adjudication award, circumstances in which enforcement may be refused, and costs
  • TCC proceedings regarding the complete collapse of the Claimant’s home following redevelopment works, including associated issues regarding damages arising from a loss of planning permission
  • A dispute following a major change to the scope of works as to whether the contractor was entitled to an increased target cost and an extension under a capital programme contract
  • A dispute concerning negligence and nuisance following instances of concrete damaging public sewers
  • Advising whether a call-off contract under a £300 million framework agreement breached procurement law under the Utilities Contract Regulations 2016
  • Advising a developer and drafting contractual documentation for a multi-million pound build of student accommodation

Corporate Insolvency

Members’ expertise includes administrations, receivership, liquidation, winding-up petitions, injunctions, rescission, validations orders, transactions at undervalue, preferences, extortionate credit transactions, invalid floating charges, transactions defrauding creditors, contribution from past directors or shareholders, anti-deprivation actions, excessive remuneration, misfeasance and the tracing and recovery of corporate assets.

Recent instructions include:

  • Proceedings brought by a liquidator against a limited company and a director for making payments at undervalue, in preference of misfeasance
  • Proceedings by former guarantors of a company’s debts using their subrogated rights to the Company’s creditors to make an application under paragraph 75 of Schedule B1 of the Insolvency Act
  • Proceedings regarding the breakdown of a large farming and property development family involving arguments as to the ownership and winding-up of the various corporate vehicles used by them

Employment

Chambers has a strong employment team with members accredited in the Legal 500 and members of the Employment Law Bar Association. Members appear in the Employment Tribunal and Appeal Tribunal throughout London and the South acting for employers, employees and local authorities. Members have also chaired disciplinary hearings.

The team is able to provide tailored and specialist drafting, advisory and advocacy services from the outset of an employment issue to its final resolution, taking a pro-active and commercial approach to all instructions. Members also act in mediations and other forms of alternative dispute resolution.

The team has a broad range of expertise including TUPE, unfair dismissal, wrongful dismissal, constructive dismissal, restrictive covenants and injunctions, trade secrets, confidential information, holiday pay, team moves, education, disability discrimination, reasonable adjustments, equal pay, part-time worker regulations, equality impact assessments and the public sector equality duty, transfer of undertakings, race, age and sex discrimination, and immigration and visa requirements.

Members have also advised employers and local authorities in relation to employment contracts and policies and have drafted such policies.

The team delivers seminars to solicitors and other professionals and interested parties and also provides in-house training for local authorities, universities, solicitors and other employers.

Recent instructions include:

  • A successful two-week action in the Employment Tribunal concerning whistle blowing
  • A successful appeal that an employment tribunal had not made sufficient findings of fact to support its conclusion that a manager who had been sexually harassing an employee had been sexually discriminated against by his employer

Guarantees & Indemnities

The commercial team are able to advise and provide representation in relation to the validity, interpretation and enforcement of guarantees and indemnities which often form the basis of wider contractual, business or property disputes which may give rise to arguments concerning mistake, misrepresentation, duress, undue influence, non-disclosure, insolvency and the rights of guarantors versus creditors and principals.

Recent instructions include:

  • Advising guarantors of a company’s debts as to their rights against the creditors and the company itself in relation to failure to maximise the company’s assets by obtaining relief from forfeiture in respect of the company’s main business premises
  • Representing a guarantor on appeal in relation to the terms and enforceability of a guarantee given in respect of her son’s liabilities

Partnership & Joint Venture

Our team have expertise throughout partnership law, including traditional partnerships, LLPs and quasi-partnerships and are frequently instructed to advise and represent parties in relation to partnership disputes, accounts and valuations, restrictive covenants, dissolution, death and retirement of partners, inheritance, insolvency, businesses run at a loss, and claims made by third parties.

The team’s expertise within both property and commercial law means that we are well placed to act for partnership of many types and sizes, including professional, property, and farming partnerships.

Recent instructions include:

  • High Court litigation concerning the dissolution of a partnership and the ownership of a business and related property
  • Proceedings alleging breach of a partnership agreement, seeking an account and a declaration that restrictive covenants are invalid
  • Proceedings regarding the dissolution of a partnership regarding a doctor’s surgery, including disputes regarding the terms of the partnership deed and the distribution of assets

Professional Liability

Chambers is regularly instructed in claims for negligence against professionals including accountants, barristers, solicitors, architects, construction professionals, insurance professionals, and conveyancers. Individual members have acquired particular experience in the different technical issues that affect such claims.

Recent instructions include:

  • High Court litigation following a failed film finance tax scheme
  • A claim against a firm of solicitors for failing to advise a purchaser on the existence and effect of a right of way
  • Successfully resisting an architect’s appeal to the Court of Appeal in a claim for damages for the negligent supervision of substantial building works
  • A claim in the TCC against a national firm of surveyors for the negligent preparation of a pre-purchase survey of a substantial property
  • A High Court claim against a firm of accountants for negligent advice in relation to the personal and corporate tax affairs of a franchisee
  • Claims in the TCC against piling contractors for the negligent insertion of piles
  • A claim in the Central London County Court against an FSA adviser for negligence and for breach of confidence
  • A claim against a solicitor for failing to include a forfeiture clause in a commercial lease
  • A claim in the Chancery Division against a Marine Insurer for the loss of a motor cruiser