Short answer
For a derivative claim enquiry, gather company records, shareholding evidence, director conduct documents, board minutes, loss material, related unfair-prejudice papers and any permission-stage deadlines.
Quick checklist
Start with these
Best order
How to organise the first pack
- Separate company loss from personal shareholder loss.
- Put shareholding and articles first.
- Create a director-conduct chronology.
- Add transaction and accounts evidence.
- Flag related unfair-prejudice or injunction proceedings.
Show The Company And Shareholder Position
A derivative claim enquiry starts with the company, the member's standing and the conduct said to have caused loss to the company. Include Companies House records and internal company documents where available.
Explain whether the dispute is also being considered as unfair prejudice, breach of shareholders' agreement, director-duty advice or an injunction.
- Shareholding records and Companies House filings.
- Articles, shareholders' agreement and board delegations.
- Board minutes, resolutions and written decisions.
- Director or officer roles and conflicts.
- Related unfair-prejudice, injunction or company papers.
Evidence The Alleged Conduct And Company Loss
Set out the act or omission, who was involved, when it happened and how it affected the company. Keep personal grievance material separate from company-loss evidence.
If urgent action is being considered, include the transaction timetable, asset risk, notice received and any proposed undertaking or draft order.
- Contracts, transfers, payments or asset-disposal records.
- Accounts, management information and valuation material.
- Emails, reports and advice relied on by directors.
- Chronology of decisions and objections.
- Permission application, draft claim or court timetable if started.
Scope The Advice
The enquiry should say whether the requested work is route advice, pre-action correspondence, permission-stage drafting, evidence review, settlement strategy or hearing representation.
This guide is general information only and does not say whether a derivative claim, unfair-prejudice petition or other company-law route is available.
Avoid delays
What not to send first
- Treating every shareholder complaint as a derivative claim.
- Omitting company-loss evidence.
- Leaving authority and board records unclear.
- Ignoring costs and permission-stage risk.
Source note: source-checked against Companies Act 2006 derivative-claim provisions and Civil Procedure Rules derivative-claim procedure on 26 September 2026. Standing, permission, company-loss, board authority, unfair-prejudice overlap and costs-risk issues need specialist commercial barrister review before publication.
Claim and official-source ledger
- Companies Act 2006 section 260 defines derivative claims by company members seeking relief on behalf of the company for a cause of action vested in the company.
- Companies Act 2006, section 260 — legislation.gov.uk; checked .
- Civil Procedure Rules Part 19 includes procedure for derivative claims and permission-stage handling.
- Civil Procedure Rules Part 19 — Ministry of Justice; checked .
Editorial status: Review required. Sources support the identified claims only. General information; not legal advice.
Shareholder Derivative Claim Barrister Evidence Guide FAQs
What is a derivative claim?
Companies Act 2006 section 260 describes a derivative claim as proceedings by a company member in respect of a cause of action vested in the company, seeking relief on behalf of the company.
Is this the same as an unfair prejudice petition?
No. The routes can overlap in shareholder disputes, but derivative claims focus on a company cause of action. Send any section 994 or related company papers separately.
What should be gathered before advice?
Shareholding evidence, articles, board minutes, director-duty documents, transaction records, loss material and any permission-stage correspondence are a sensible starting pack.
Ask For A Barrister Quote
Barristers4U helps clients request a quote from a suitable Direct Access barrister. The information on this page is general information only, not legal advice about your individual circumstances.
If your matter is urgent, include hearing dates, court deadlines, orders and any documents you already have when you submit your enquiry.
