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Corporate Disputes

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Our dispute resolution team has extensive experience advising clients on their most complex, high-stakes M&A, shareholder and other stakeholder-related disputes. Corporate transactions can bring about challenging issues for parties, including, for example, as a result of disputes between co-shareholders of a joint venture, purported breaches of sale agreements, and even serious allegations involving fraud or third parties challenging the ownership of assets. 

Often, those disputes require a degree of sensitivity to preserve a commercial relationship. In other circumstances, a more direct approach is required. Our clients’ commercial goals remain the focus of our strategy when helping to resolve any corporate dispute.

Our experience includes advising:  

  • Slater & Gordon in its Commercial Court claim (valued in excess of £600 million) against Watchstone Group plc, formerly known as Quindell plc, for fraudulent misrepresentation and breach of warranty arising from the highly-publicised acquisition by Slater & Gordon of Quindell's legal services division.
  • An investment company on an LCIA arbitration relating to the fault for (and consequences of) the failure of the share sale of multiple Romanian target companies valued at over EUR300 million, as a result of the Covid-19 pandemic and subsequent restrictions imposed by governments.
  • Two UAE oil and gas companies in a complex ICC arbitration with their joint venture partner concerning the ownership of a giant oil field in Iraq. 
  • The former non-executive directors of Petropavlovsk Plc in English High Court proceedings concerning allegations in relation to director’s duties and shareholder activism.
  • A prominent broadcaster in relation to the launch and operation of a joint venture, as well as ongoing shareholder issues concerning the valuation of one of its corporate investments.
  • Two financial institutions in relation to a complex and long running fraud dispute concerning the ownership of the shares of an English incorporated company in control of a major multiplayer online role-playing platform.
  • A Gulf investment company in relation to a share ownership dispute involving an application for urgent ex parte relief (a proprietary freezing order) to prevent the sale of a large number of shares in a prominent UK listed company and disclosure orders to trace the dissipated proceeds of previous share sales.
  • A CEE retailer on disputes strategy following a EUR 900 million SPA, including numerous warranty issues and an LCIA arbitration in respect of tax and other indemnity claims made by the buyer. 
  • Rockingham Limited in a derivative action brought on behalf of an international construction company against a shareholder, seeking repayment of a debt in light of the serious liquidity position of the construction company and the humanitarian crisis in the Middle East.
  • A leading construction company in respect of a completion accounts dispute in the High Court arising out of the sale of two group companies to a housebuilder in 2019 for over £1 billion.   

"The whole team is very supportive and efficient. Their collaborative approach enables members of the litigation team to perform to their best."

Chambers, 2024

"They boast an impressive team at all levels, enabling them to provide an efficient and cost-effective service tailored to a client's specific needs."

Chambers, 2024

"CMS are very sophisticated and creative in their approach, work proactively and have an excellent litigation team."

Chambers, 2024

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12/07/2024
CMS Expert Guide to International Arbitration
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European Union rules on ESG and directors’ duties
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CMS International Construction Study 2024
CMS, in partnership with YouGov, asked in-house lawyers about the biggest challenges of managing disputes in this environment - and how those challenges can be met. We asked them about project risks, ESG factors and the use of AI in managing their transactions. Download the report to see what is keeping in house lawyers in construction businesses up at night, and how they see their risk landscape changing over the next few years.
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CMS European M&A Study 2024
The CMS Corporate/M&A Group is pleased to launch the 16th edition of the European M&A Study
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Turning the Corner? CMS European M&A Outlook 2024
We are pleased to share with you the 2024 edition of the European M&A Outlook, published by CMS in association with Mergermarket.
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On attack or defence, failing to prepare for a hostile takeover is preparing...
The dynamics of hostile takeovers in a challenging business environment | 5 min read A CMS study of hostile takeovers launched between 2017 and 2022 shows that, while relatively rare, hostile takeovers are most commonly launched by an existing shareholder and more often than not result in the successful acquisition of the target company. A successful defence to a hostile bid often depends on the target board’s preparedness, tactics employed as well as its ability to leverage relationships with key shareholders. This article zooms-in on some of the dynamics identifiable on recent hostile takeovers. Key contacts   Gordon Anton, Corporate M&AKristy Duane, Corporate M&AJames Parkes, Cor­por­ate M&AJack Shep­herd, Cor­por­ate M&AAlasdair Steele, Cor­por­ate M&A
06/03/2023
Does your “champagne clause” sparkle?
Drafting optimal and enforceable arbitration clauses | 6 min read Arbitration clauses – and other dispute resolution clauses – are sometimes referred to as “champagne clauses” because they are often inserted in a contract just before deal completion. These clauses are frequently copied from other contracts with little or no thought as to their suitability for the contract in question, enforceability, or whether the agreed dispute resolution process is in the parties’ best interest – given the particularities of the transaction in question. When negotiating and drafting a dispute resolution clause, it is important to consider legal and strategic practicalities, suitability, content, and enforceability, and obtain legal advice on the content of the dispute resolution clause to protect your position should a dispute arise further down the road. Key contacts   Sarah Vasani, Dispute Res­ol­u­tion­Lind­say Reimschussel, Dispute ResolutionDaria Kuznetsova, Dispute Resolution
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23/11/2022
Protection from protests
Protest on the streets, protest online, even litigation used as a vehicle for protest. Protestors targeting a business may be standing in a crowd, holding a placard or shouting slogans. But they may also be behind a computer screen or pursuing a claim against the business through the courts. They may even be working inside the business, preparing to compromise its systems or leak confidential information. Whether they are activists, employees or customers, all these protestors may present a substantial challenge and a real threat to businesses, in areas including its security, reputation and bottom line. 
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Boom & Gloom? CMS European M&A Outlook 2023
We are pleased to share with you the 2023 edition of the European M&A Outlook published by CMS in association with Mergermarket.