Year of Call: 1993

Profile

Michael has a broad-based litigation practice, which in particular covers commercial, insolvency, company, trusts and tax litigation.  He has extensive High Court and specialist tribunal advocacy experience, in particular in cases involving financial instruments, directors’ duties, insolvency and restructuring, analysis of financial information and (over more recent years) tax.  His cases often have an international element, and are frequently high value or have a high profile in their fields.  He has appeared in a wide range of reported cases over the years (including the Privy Council case Schmidt v Rosewood, concerning trust beneficiaries’ rights to information; the House of Lords case West v Trennery, concerning capital gains tax and an avoidance structure involving trusts; and the Privy Council case Gamlestaden v Baltic Partners, where a company shareholder in an offshore structure was complaining of unfair prejudice).

Michael’s clients include UK based and international solicitors, as well as UK government departments.  Since 1999 he has been one of the Attorney General’s panel of counsel appointed to undertake civil advocacy and advisory work of government departments, in 2007 being promoted to the A panel, the most senior of the Attorney General’s three panels.  Panel appointments are made with particular regard to advocacy ability.  Michael is frequently instructed in valuable and high profile cases on behalf of the government.

He is one of the editors of the White Book, the leading practitioners’ text on civil procedure in use in the higher courts.  He has also in the past acted as a consulting contributor to Palmer’s Company Law Manual.

Before training for the Bar, Michael was an investment banker, working first in international capital markets and then in corporate finance.  This background is of particular value in cases involving derivative instruments, listed securities, and complex funding structures.

Specific Practice Areas

Company/Commercial/Partnership

Michael has substantial advisory and advocacy experience of cases involving contractual disputes, directors’ duties, minority shareholders’ rights, debt instruments, and disputes over the interpretation of partnership agreements.  He is also frequently instructed by HMRC on tax matters requiring commercial experience or an understanding of financial products.

Reported cases include:

Euroafrica Shipping Lines v Zegluga Polska [2004] 2 BCLC 97 (Commercial Court) (a hearing about the effect of corporate reorganisation, arising in a substantial dispute between two Polish shipping companies)

Might SA v Redbus Interhouse [2004] 2 BCLC 449 (Chancery Division) (dispute concerning the calling of a company meeting, and the chairman’s conflict of interest)

Gamlestaden v Baltic Partners [2008] 1 BCLC 468 (Privy Council) (claim for relief for unfair prejudice available to investor member, even if potential benefit can only be achieved in his capacity as a loan creditor)

Harding v HMRC [2008] STC 1965 (Chancery Division) (qualifying corporate bonds)

Alan Blackburn Sports [2008] STC 842 (Chancery Division) (consideration of meaning of subscription and issue of shares under companies legislation)

Morgan v HMRC; Self v HMRC [2009] SFTD 160 (First-Tier Tax Tribunal) (dispute over proper interpretation of Ernst & Young’s partnership agreement and later LLP agreement in relation to treatment of payments to retiring partners)

DCC Holdings v HMRC [2009] STC 77 (Chancery Division) (proper treatment of fixed price contracts for the sale and repurchase (“repo”) of gilts)

Insolvency/Restructuring

Michael has substantial of experience of insolvency and restructuring matters, including a great deal of advocacy experience in litigation concerning corporate and personal insolvency, including asset tracing and proceedings to make directors personally liable for corporate debts.  He also frequently advises in relation to issues arising in insolvencies with an international dimension.

Reported cases include:

Re: BCCI (No. 10) [1997] Ch 213 (Chancery Division) (insolvency set-off and conflict of laws)

Re: Hopes (Heathrow) Ltd [2001] 1 BCLC 575 (Chancery Division) (director unfit when company had cash-flow difficulties)

Re: Equity & Provident Limited [2002] 2 BCLC 78 (Chancery Division) (company wound up in public interest where conduct complained of was that of one man, who was unfit to be a director)

IRC v Nash [2004] BCC 150 (Chancery Division) (director made personally liable for debts of failed company)

Re Modern Jet Support Centre [2005] 1 WLR 3880 (distraint not a form of execution within the meaning of s183 of the Insolvency Act 1986)

In addition, Michael has recently been instructed to act in litigation over the ownership of assets associated with Bernard Madoff, and also in relation to restructuring of a large commercial paper backed investment fund which closed as a result of the credit crunch.

Trusts and trust related work

Michael’s principal focus in this area is litigation, in particular case involving the removal of trustees and personal representatives, and attacks on trust structures.

Reported cases include:

Tang Man Sit v Capacious Investments [1996] AC 514 (Privy Council) (breach of trust and election between alternative remedies)

Schmidt v Rosewood [2003] 2 AC 709 (Privy Council) (trustees’ duties of disclosure to persons claiming to be interested in a trust, Court’s supervisory role in respect of trusts)

West v Trennery [2005] 1 All ER 827 (House of Lords) (capital gains tax avoidance scheme involving use of two trusts)

Herman v HMRC [2007] STC (SCD) (Special Commissioners) (attempt using two trust structure to avoid tax on gains held in an offshore trust)

Thomas & Agnes Carvel Foundation v Carvel [2008] Ch 395 (Chancery Division) (mutual wills, discretion to remove personal representative under Judicial Trustees Act 1896)

Valuation work

Michael has specific experience of disputes involving the valuation of land and company shares.

His experience includes:

Marks v Sherred (2004) (Special Commissioners) (concerning the correct approach to valuation of a private company)

A dispute as to the value of the share capital of a large UK subsidiary of a multi-national retail and manufacturing operation (settled shortly before trial).

A substantial Lands Tribunal dispute concerning the rateable value of a large warehouse in the East Midlands

Memberships
COMBAR
Chancery Bar Association
Wales & Chester Circuit

Languages
Welsh, French

Qualifications
BA (Magdalen College Oxford) (First Class)
MPhil (King's College Cambridge)

Chambers UK
Chancery - Treasury Counsel: "is a member of the Treasury Counsel A Panel, something which has inevitably allowed him to pick up some interesting briefs on behalf of the government." "extremely dependable"; “consistently impressive," "he has just the right mindset for complex commercial matters...”

Chambers UK
Chancery - Traditional: "who maintains a strong practice in the core traditional chancery areas of trusts and wills." "a nice style in court"

Chambers UK
Company: "delightful senior junior" "both a details man and an excellent team player."

Legal 500
Company Law: "outstanding written work and powerful advocacy"