Trust Disputes Lawyers

Appleby’s Claire van Overdijk KC to Speak at STEP Caribbean Conference

Claire van Overdijk KC

Appleby extends sponsorship of 8TEN Racing

Garry Manley

The Interplay Between Supervision Applications and Winding Up on the Just and Equitable Ground: Re Atlas Capital Markets LLC

In its recent judgment in Re Atlas Capital Markets LLC [2026] CIGC (FSD) 19, the Grand Court considered itself bound to make a supervision order pursuant to s.131(b) of the Companies Act, notwithstanding that the company was the subject of a pending just and equitable winding up (J&E) petition when its voluntary liquidation was commenced; and rejected an attack on the joint voluntary liquidators’ (JVLs) independence, which was principally based on a misreading of the JVLs’ evidence and lacked any objective foundation. The authors, who successfully represented the JVLs in obtaining the supervision order, discuss this important judgment further below – which is believed to be the first decision on the interplay between supervision applications and J&E proceedings under the Companies Act – and offer their views on the guidance that shareholders petitioning on the just and equitable ground may derive from it in future cases.  The challenge to the JVLs’ independence was rejected on the well-established principles which Doyle J discussed in Re Global Fidelity Bank [2021] 2 CILR 361, and is not discussed in further detail below.

Andrew Jackson, Luke Burgess-Shannon, Sofia Kranjec

Back to Basics - Dispute Series

Winding-Up Petitions in the BVI – A Practical Guide For Creditors Applying to appoint a BVI liquidator is one of the most cost effective and efficient tools available to creditors who want to recover debts or liabilities from BVI companies and is often a go-to strategy where simpler methods of debt collection have failed. Once appointed, a liquidator has a broad range of immediate powers including the ability to take possession and control of all of the company’s assets. In this guide, we highlight the process and the key principles for creditors to consider prior to and during the liquidator appointment process. 

Daniel Mitchell, Kara Benjamin

FamilyMart and Beyond: The Continuing Influence of the Privy Council’s Landmark Decision on Shareholder Litigation

The Privy Council's decision in FamilyMart China Holding Co Ltd v Ting Chuan (Cayman Islands) Holding Corp [2023] UKPC 33 is a landmark ruling that distinguishes the arbitrability of underlying shareholder disputes from the court's exclusive jurisdiction over just and equitable winding-up of a Cayman company.

John McCarroll SC, Alvin Sin

Avoiding The Nuclear Option: Buyout Orders In Just And Equitable Winding Up Proceedings

With the Cayman Islands being a preferred jurisdiction for the incorporation of investment vehicles, inevitably cases will arise where non-controlling shareholders complain that they are being unfairly prejudiced by conduct of those in control, and necessarily pursue those complaints by way of proceedings to wind up the subject company on the just and equitable ground. Where such complaints are well-founded, the outcome will often be an order putting the subject company into official liquidation.  But the Cayman courts also have the jurisdiction in such cases to make a range of other orders as alternatives to taking that nuclear option, and are indeed obliged to consider whether any of those alternative orders would provide a more appropriate solution to the complaints.[1] The Grand Court was recently required to conduct that analysis in the case of Re Position Mobile Ltd SEZC.[2]  The petitioning shareholder in that case had satisfied the Court that it would be just and equitable to wind up the company – since it had justifiably lost confidence in the probity of those in control, due to their serious and sustained misconduct and mismanagement – but positively sought a buyout order[3] as an alternative to a winding up.  The Court thus proceeded to consider whether the buyout order, or any other alternative order, would be more appropriate than ordering a winding up, and concluded that a buyout order was the fairest and most appropriate form of relief in the circumstances of that case. The authors will discuss the guidance which the Position Mobile case provides in that regard below, which should be considered together with the guidance provided by Re Madera Technology Fund (CI) Ltd,[4] particularly in respect of the approach that the Cayman courts can be expected to take when setting the appropriate valuation date for a buyout order, with a view to ensuring that the valuation is fair to each side.[5] [1] See Re Virginia Solution SPC Ltd (unrep. 28 July 2023, CICA) at [61]. [2] [2026] CIGC (FSD) 10 [3] Requiring the respondent shareholders to purchase its shares at a fair price. [4] (unrep. 21 Aug. 2024, Richards J). [5] For further detail, see the authors’ article on the Madera Technology case at https://www.applebyglobal.com/publications/no-looking-back-investor-held-to-buyout-at-current-value-of-shares/.

Andrew Jackson