Tax issues on stake sales and investment into managers: structuring, pitfalls and steps to take now
Lois Horne
Partner, Co-head of Litigation, Arbitration and Investigations
About
Lois is the Co-Head of the Litigation, Arbitration and Investigations group.
She advises corporates, funds, investors, financial institutions and entrepreneurs on a broad range of complex, cross-border commercial and corporate disputes in High Court and international arbitration, with particular expertise in post M&A, shareholder and joint venture disputes, funds disputes, contentious insolvency, contract disputes, and senior executive restraint of trade disputes.
Lois has broad experience acting for corporates, or individuals with corporate interests, across a range of sectors, including private equity, financial services, aviation, energy, retail, beverages and commodities.
Lois' High Court and arbitration experience includes complex post-deal warranty and indemnity disputes, claims for fraudulent misrepresentation, valuation issues, shareholder rights and unfair prejudice claims, contentious insolvency and restructurings, banking disputes concerning complex financial products and breach of commercial agreement claims. She also advises on directors' duties and employment issues with respect to senior officers, team moves and breaches of confidence.
Lois is often involved in dealing with highly sensitive matters which go to the heart of a corporate's commercial objectives. She understands the importance of resolving disputes in the context of broader commercial, reputational and often regulatory contexts. Her breadth of experience enables her to deploy a smart strategy to achieve her client’s objectives in a proactive manner. She has expertise in expert determination and alternative dispute resolution, alongside her trial work.
Lois’ work has a broad international spread, advising clients across the globe on a variety of cross-border matters.
She is Chair of the City of London Law Society Litigation Committee and a Committee Member of the London Solicitors Litigation Association.
Qualified in England and Wales, 2005.
Experience
- Successfully defending 13 individual Bitcoin developers in a preliminary issue trial in several different claims relating to Dr Craig Wright and concerning the identity of (and Dr Wright’s claim to be) the pseudonymous inventor of Bitcoin, “Satoshi Nakamoto”.
- Representing a private equity client on substantial and complex accounting warranty claims, including alleged fraud. Matter included an investigation into gross misconduct by senior executives and the exercise of bad leaver provisions on their exit.
- Successfully pursued unfair prejudice proceedings, in LCIA arbitration, for the minority shareholder of a tech company. The issues involved breaches of a shareholders’ agreement, the articles of association and breaches of directors’ duties under the Companies Act due to excessive and unauthorised remuneration and unauthorised loans and false accounting.
- Representing a listed tech business operating in the sports industry in combined High Court and CAT proceedings concerning the protection of in-play sports data rights worth over £100m and defending a standalone abuse of dominance competition claim.
- Representing secured mezzanine lenders in their challenge to the "Aggregate" Part 26A Restructuring Plan involving arguments on recognition under German law and the relevant alternative and the extent to which value offered to crammed down creditors could be nominal.
- Advising a private equity fund LLP on the successful defence of a High Court claim for breach of confidence, fraudulent misrepresentation and conspiracy arising out of a corporate transaction through which our clients acquired the assets of two businesses following a prepack administration process. Losses claimed stand at £150m.
- Acting for a highly successful F1 team in the pursuit of speedy trial relief for the enforcement of minimum term employment contracts to protect trade secrets and confidential information.
- Successfully obtaining the first interim specific performance order from the CAT requiring the supplier of electricity usage data to continue to supply to enable our client to continue to operate in the provision of carbon data reporting.
- Successfully defending a claim for breach of fiduciary duties arising out of alleged diversion of corporate interests connected to two limited partnerships, two companies and an LLP created for the pursuit of a joint venture worth potentially £2bn.
- Successfully pursuing claims for breach of a suite of joint venture agreements and ancillary injunctive relief arising out of the investment into and funding of a joint venture to develop a power plant in Uganda. Defending allegations of fraud and rescission of investment agreements. Advising on connected proceedings in Uganda including freezing injunctions.
- Successfully representing the appointed monitor of a restaurant chain defending a challenge to their appointment in the first case to consider the interpretation of CIGA 2020.