Why everyone was wrong about s 994 petitions. Lara Kuehl assesses THG v Zedra—the case that turned what we thought we knew on its head
- Overturning 40 years of ‘received wisdom’ in company law, the Court of Appeal held in THG plc and others v Zedra Trust Company (Jersey) Ltd that unfair prejudice petitions are, in fact, subject to statutory limitation periods.
- A 12-year limitation period will apply, unless the relief sought is the payment of money (liquidated or unliquidated), in which case, a six-year limitation period applies.
- As the Court of Appeal recognised, some implications, such as when the courts can dismiss claims on the grounds of delay (even if brought within the relevant limitation period), will need to be worked out in future cases.
It had been widely believed for 40 years by the company law world that unfair prejudice petitions were not subject to any statutory limitation period. It now appears, however, that judges at every level, leading practitioner texts and two Law Commission reports have all been wrong about
