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NLJ this week: Shareholder secrecy sunk

07 November 2025
Issue: 8138 / Categories: Legal News , Company , Privilege
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Writing in NLJ this week, Sophie Ashcroft and Miranda Joseph of Stevens & Bolton dissect the Privy Council’s landmark ruling in Jardine Strategic Ltd v Oasis Investments II Master Fund Ltd (No 2), which abolishes the long-standing 'shareholder rule'

That rule had allowed shareholders to inspect a company’s privileged legal advice in disputes with management. The Board declared it inconsistent with corporate personality—companies are separate legal entities, not trustees for shareholders. Attempts to reframe the rule as joint-interest privilege or a nuanced case-by-case doctrine were rejected as uncertain and unworkable.

The authors note that the decision restores clarity to legal professional privilege, removing a tactical weapon once used to pressure companies. For boards, it secures candid access to advice; for litigants, it ends a century-old anomaly. The judgment, binding in England and Wales, reshapes shareholder litigation strategy for years ahead.

MOVERS & SHAKERS

Quinn Emanuel—James McSweeney

Quinn Emanuel—James McSweeney

London promotion underscores firm’s investment in white collar and investigations

Ward Hadaway—Louise Miller

Ward Hadaway—Louise Miller

Private client team strengthened by partner appointment

NLJ Career Profile: Kate Gaskell, Flex Legal

NLJ Career Profile: Kate Gaskell, Flex Legal

Kate Gaskell, CEO of Flex Legal, reflects on chasing her childhood dreams underscores the importance of welcoming those from all backgrounds into the profession

NEWS
Overcrowded prisons, mental health hospitals and immigration centres are failing to meet international and domestic human rights standards, the National Preventive Mechanism (NPM) has warned
Two speedier and more streamlined qualification routes have been launched for probate and conveyancing professionals
Workplace stress was a contributing factor in almost one in eight cases before the employment tribunal last year, indicating its endemic grip on the UK workplace
In NLJ this week, Ian Smith, emeritus professor at UEA, explores major developments in employment law from the Supreme Court and appellate courts
Writing in NLJ this week, Kamran Rehman and Harriet Campbell of Penningtons Manches Cooper examine Operafund Eco-Invest SICAV plc v Spain, where the Commercial Court held that ICSID and Energy Charter Treaty awards cannot be assigned
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