Commercial Disputes & Civil Fraud

Business disputes involving contracts, agency, civil fraud, breach of fiduciary duties, conspiracy, misrepresentation, banking, loans, guarantees, sale of goods, mortgages and other securities. Her experience includes conflicts of law issues concerning jurisdiction and applicable law, applications for freezing orders, proprietary injunctions and other interim relief.

Rebecca appeared as junior counsel in the Supreme Court for the successful parties in Bilta (UK) Ltd (in liquidation) v Nazir [2016] AC 1 (led by Christopher Parker QC) – confirming claims by an insolvent company for breach of fiduciary duty, dishonest assistance and conspiracy were not defeated by the illegality defence. Her experience includes claims against fiduciaries for secret profits and diversion of business opportunities, conspiracy and dishonest assistance / knowing receipt claims, acting for liquidators in several MTIC fraud cases, an LCIA arbitration concerning repayment of a loan and acting on claims arising from the supply of defective goods and services, including in the electrical engineering, manufacturing and offshore oil sectors.

Insolvency & Restructuring

All aspects of contentious corporate and personal insolvency, office holder and asset recovery claims and investigations, including claims for breach of directors’ duties, wrongful and fraudulent trading, transactions at an undervalue, transactions defrauding creditors and preferences. Cross-border insolvency issues including under the EC Regulation on Insolvency Proceedings.

Rebecca’s experience includes advising in relation to the Lehman Brothers International (Europe)(in administration) Waterfall applications (Waterfall 1, Waterfall IIA and Waterfall IIB), appearing as junior counsel in the Supreme Court in Re Bilta (UK) Ltd (in liquidation) in which the Supreme Court confirmed the extra-territorial effect of s.213 Insolvency Act 1986 and advising liquidators of a retail company with a substantial pension deficit where action had been taken by The Pensions Regulator. Rebecca’s insolvency experience spans a wide-range of sectors including, banking and finance, property holding and development, retail, legal, sports, music and entertainment and renewable energy. Clients have ranged from hedge-funds to HMRC, directors, office-holders and secured / unsecured creditors.

Company, Partnerships & LLPs

Contentious matters including directors’ liabilities, shareholder disputes (unfair prejudice petitions, , derivative claims, just and equitable winding up), claims concerning unlawful distributions of capital and unlawful dividends, corporate insolvency, dissolution, restoration and directors disqualification. Rebecca has experience of companies in wide range of sectors including IT, biotech, offshore oil, electrical engineering, manufacturing, property and sport.

In addition to Bilta (UK) Ltd (in liquidation) (Supreme Court) on corporate attribution, Rebecca’s experience includes appearing un-led in the Court of Appeal in Re Sprintroom [2019] EWCA Civ 932 in cross-appeals in a s.994 petition and in trials on liability and share valuation. Rebecca was instructed as junior counsel in Re Neath Rugby Club Ltd; Hawkes v Cuddy (trial on unfair prejudice petition) and in the Court of Appeal in Re Neath Rugby Ltd (No 2) Hawkes v Cuddy and others (No 2) - [2009] 2 BCLC 427 and Cuddy v Hawkes [2007] BPIR 1217. She also advised in relation to the Lehman “Waterfall” applications, involving an unlimited company (see above).

Professional Negligence

Rebecca acts for claimants, defendants and professional indemnity insurers in professional negligence matters involving legal, insolvency, business and accountancy professionals.

Her experience includes acting un-led for a firm of solicitors facing a multimillion-pound claim by an insolvency practitioner former client, acting for an insolvency practitioner and insurers defending claims of negligence and breach of fiduciary duty, advising liquidators on bringing claims against an insolvent company’s former solicitors and former administrators, and acting on a negligence claim against a company’s former administrators arising out of a pre-pack administration.

Real Estate

Disputes concerning the legal and beneficial ownership of land, easements, restrictive covenants, adverse possession, boundary disputes and mortgages. Rebecca’s practice also includes property related insolvency disputes including insolvency disclaimer, rent as an expense and issues concerning interests in property in an insolvency context.

Notable Cases

• Sprint Electric Ltd v Buyer’s Dream Ltd [2021] EWHC 960 (Ch): appearing for majority shareholder on 4-day costs and consequentials hearing including determination of costs liability where petitioner had failed to establish some allegations in unfair prejudice petition.
• Re Sprintroom Limited [2020] EWHC 3465 (Ch): Rebecca appeared un-led in High Court trial on valuation of shares in an unfair prejudice petition involving cross-examination of share valuation experts.
• Re P14 Medical Limited v Mahon [2020] EWHC 1823 (QB): successfully obtaining interim injunctions to enforce restrictive covenants (non-solicitation and non-compete) and restrain use of confidential information against a former director and employee pending trial.
• Re Sprintroom Limited [2019] EWCA Civ 932: Court of Appeal, Rebecca appeared un-led in cross-appeals in unfair prejudice petition in which Court of Appeal gave guidance on what constitutes a reasonable offer to purchase a minority shareholding.
• Interlink v Revenko & Others: successfully obtaining ex parte freezing and proprietary injunctions against former agents (and their associates) in claims for breach of fiduciary duty (secret profits and diversion of business opportunities), dishonest assistance, knowing receipt and conspiracy arising out of international titanium trading (Business List (ChD), January 2019)
• Brockstone Ltd (A Company incorporated in Guernsey) v Force India Formula One Team Ltd [2018] EWHC 3852 (Ch) (Barling J): successfully acting for a creditor in contested application to appoint Administrators in respect of a Formula One team.
• Sprint Electric Ltd v (1) Buyer’s Dream Ltd (2) Aristides George Potamianos; In the matter of Sprintroom Ltd sub nom Aristides George Potamianos v (1) Edwin John Prescott (2) Sprintroom Ltd (2018) [2018] EWHC 1924 (Ch): 8 Day trial of unfair prejudice petition and related case concerning the rights to the intellectual property in computer code essential for the company’s products.
• Hynes Heating Solutions v Homebase: appeared for Homebase successfully striking out £1.2m claim against it for breach of contract. (Birmingham DR, March 2017)
• Bilta (UK) Ltd (in liquidation) and others v Nazir [2016] AC 1: Supreme Court decision on dishonest assistance, conspiracy, director’s breach of duty, corporate attribution, illegality and fraudulent trading (led by Christopher Parker QC) arising out spot trading in carbon credits.
• Tomlinson v Pickup [2014] EWHC 4495 (Ch): appeared as sole counsel for successful claimants in Chancery Division trial for enforcement of oral agreement for shares and directorships.
• Bilta (UK) Ltd (in liquidation) v Nazir [2014] Ch 52: Court of Appeal dishonest assistance, breach of duty and fraudulent trading (led by Christopher Parker QC).
• Burntcopper Ltd (t/a Contemporary Design Unit) v International Travel Catering Association Ltd - [2014] All ER (D) 64 (Feb): appeared for defendants as sole counsel in Commercial Court trial on liability for breach of contract.
• Re Bowen Travel Ltd [2012] All ER (D) 63 (Dec): Application for Administration Order (Chancery Division Birmingham DR) in respect of a travel company.
• Bilta (UK) Ltd (in liquidation) and others v Nazir and others [2013] 1 All ER 375: Chancery Division, dishonest assistance, breach of duty and fraudulent trading (led by Christopher Parker QC)
• Hunt v Harb and Aziz [2012] 1 W.L.R. 317: Court of Appeal, appeared un-led for Trustee in Bankruptcy in successfully responding to appeal against judge’s refusal to make pre-emptive costs order in case concerning assignment of cause of action.
• Stephen Hunt (Trustee in bankruptcy of the Estate of Janan George Harb) v HRH Prince Abdui Aziz Bin Fahd Abdul Aziz v Janan George Harb [2011] EWHC 714 (Ch): Application by bankrupt to set aside notice of discontinuance filed by trustee in bankruptcy and for directions for assignment of claim to bankrupt.
• Re Neath Rugby Ltd (No 2) Hawkes v Cuddy and others (No 2) - [2009] 2 BCLC 427: Court of Appeal, Unfair Prejudice petition. Instructed as junior counsel.
• Re DCC Realisations Ltd (in liquidation) [2009] STC 1390: Chancery Division, jurisdiction, administration and excise duty. Appeared as sole counsel for HMRC.
• Arla Foods UK plc v Barnes and others [2009] 1 BCLC 699: Chancery Division trial, breach of contract. Instructed as junior counsel for claimant.
• Re Neath Rugby Club Ltd; Hawkes v Cuddy [2008] All ER (D) 252 (Nov): Chancery Division 3 week trial of unfair prejudice petition. Instructed as junior counsel for successful respondent.
• Cuddy v Hawkes [2007] BPIR 1217: Court of Appeal, Unfair Prejudice. Instructed as junior counsel.
• Alan Williams Entertainment Ltd and another v Hurd and others [2006] E.M.L.R. 15, Chancery Division trial for breach of compromise agreement.
• Devi v Banerji [2005] All ER (D) 340 (Jun): Chancery Division, civil evidence, letter of request for examination out of jurisdiction (led by Michael Driscoll QC).
• Harrison and another v Segger [2005] All ER (D) 416 (Feb): Chancery Division, insolvency bankruptcy appeal. Acted as sole counsel for successful appellant,
• Coulter v Chief of Dorset Police [2004] BPIR 462: Chancery Division, bankruptcy, choses in action and assignment.