LLP members’ agreements, partnership agreements, shareholder agreements
Sales, purchases, mergers, LLP conversions, exits
Solicitor (lawyer) based in London, advising clients nationwide.
I assist business owners (partners, LLP members, shareholder/directors and joint venturers) to resolve disputes or differences with their business partners, through discussion, negotiation, mediation or, if required, arbitration or litigation.
I also advise on and draft or update partnership, LLP member and shareholder agreements, and conduct transactions.
I can assist you in the following areas (please click to find out more):
“Peter Garry of Keystone Law has practised in the contentious partnership space for over 20 years, and is characterised by one interviewee as ‘the complete litigator – a hugely experienced, true partnership practitioner who’s ready to roll up his sleeves and get tough if necessary, but also has a sensible, measured approach.’ ” – Chambers Guide 2018
“…enjoys a considerable reputation for his work in the field. He regularly advises on contentious partnership matters and is known as a skilled negotiator” – Chambers Guide 2013
“…strong negotiator”; “absolutely excellent lawyer”; “hands down better than the legal team on the other side of the dispute … did so well for me” – Chambers Guide 2012
“…extremely thorough and capable” – Chambers Guide 2011
“…highly esteemed as a firm negotiator and litigator” – Chambers Guide 2010
Losses resulting from expulsion following whistleblowing can be very substantial, and there is no statutory limit on the amount of compensation that can be awarded.
But in some cases the expulsion of the whistleblower may:
- be based (at least on the face of the expulsion documentation) not on the whistleblowing, but on different, lawful grounds, or
- be achieved by way of resolution of the other members under the terms of the LLP deed, under provisions requiring no grounds to be stated.
In such circumstances it may be argued by the continuing LLP members that the chain of causation between the whistleblowing and the whistleblower’s loss brought about by the expulsion of the whistleblower has been broken, and that accordingly no recoverable loss arises.
The Court of Appeal decision earlier this year in Wilsons Solicitors & others v Roberts brings such scenarios sharply back into focus.read more
An LLP member or company shareholder:
- who is in the minority and thus outvoted, and
- whose co-proprietors have misused or misappropriated business assets (including the misdirection of corporate opportunities),
may in some circumstances be able to pursue a claim against his co-proprietors on behalf of the LLP or company (even though the LLP or company is otherwise controlled by the misbehaving majority), in order to seize back the assets and/or to recover compensation for the LLP or company. Furthermore the LLP or company might well be ordered, at the outset of the claim, and throughout the conduct of the claim, to pay most of the member/shareholder’s legal costs incurred in bringing the claim.read more
(This article was first published on the Kluwer Mediation Blog on 7 March 2017)
…the typical all-powerful and largely irreplaceable partner of yore has evolved to become a powerless, placeholder partner, keeping the chair warm for the next incumbent of his post. He is the counterpoint to, and the prey of, the predator partner.
This has radically altered how many partnership disputes, especially in the professions, tend to arise and are resolved.read more
The case of Campbell v Campbell  serves as a prime example of the need for business partners trading through any type of business vehicle to record the precise terms of their business relationship with one another at the outset. It is also a good illustration...read more
I previously reported on the case of Moore v Moore (2016), in which the court ordered, based on proprietary estoppel, that a farmer's son was entitled to take over his father's interest in the family farming partnership, despite the fact that the father wanted to...read more
In the case of Hosking v Marathon Asset Management LLP  EWHC 2418 (Ch) the court had to answer the question, "Whether the share of profits of a partner of a partnership or a member of an LLP, paid out pursuant to and in accordance with a partnership or LLP deed,...read more