Corporate Matters — January 2014: good news for good and bad leaver clauses

Good and bad leaver provisions — a mainstay of private equity deals — don’t often find themselves in court. A very recent High Court decision has considered their effectiveness.

In Moxon v Litchfield, a former director, Mr Moxon, sought redress in respect of his removal as a director and the provision in the company’s articles of association and shareholders’ agreement that compelled the transfer of his shares at par value where he was characterised as a ‘bad leaver’ (as defined in the articles).

The essence of the case was whether or not Mr Moxon had been correctly characterised as a bad leaver. The court found that he had been. What is of more general interest is the approach the court then took to the operation of the bad leaver provision…

If you are registered and logged in to the site, click on the link below to read the rest of the Walker Morris briefing. If not, please register or sign in with your details below.

Sign in or Register to continue reading this article

Sign in

Register

It's quick, easy and free!

It takes just 5 minutes to register. Answer a few simple questions and once completed you’ll have instant access.

Register now

Why register to The Lawyer

 

Industry insight

In-depth, expert analysis into the stories behind the headlines from our leading team of journalists.

 

Market intelligence

Identify the major players and business opportunities within a particular region through our series of free, special reports.

 

Email newsletters

Receive your pick of The Lawyer's daily and weekly email newsletters, tailored by practice area, region and job function.

More relevant to you

To continue providing the best analysis, insight and news across the legal market we are collecting some information about who you are, what you do and where you work to improve The Lawyer and make it more relevant to you.

Briefings from Walker Morris

View more briefings from Walker Morris

Analysis from The Lawyer

View more analysis from The Lawyer

Overview

Kings Court
12 King Street
Leeds
LS1 2HL
UK
http://www.walkermorris.co.uk

Turnover (£m): 42.50
No. of lawyers: 188