In or around 2017, a Russian national’s family office lost two shareholders’ original share certificates for an English registered, AIM-listed mining company.
The company subsequently agreed that it would provide replacement share certificates. However, before it could, the trustee in bankruptcy of the Russian national claimed that he was entitled to the shares. The trustee applied for common law recognition of the Russian bankruptcy proceedings and, as part of that application, sought an order for the shareholders’ replacement share certificates.
The shareholders opposed the trustee’s application for recognition and relief but, at first instance, the court held that they did not have standing to do so. In the court’s view, they had no legitimate interest in the bankruptcy.
The shareholders appealed, and were successful. The Court of Appeal held that, as the trustee was seeking recognition in order to obtain the share certificates, and that as this would directly impact on the shareholders’ property rights, they had standing to oppose recognition.
The decision extends important protection to rights under English law in potential cross border insolvencies. It confirms that any party that will be impacted by the proposed exercise of powers by the office holder has standing to be heard on their application for recognition.
Vesnin v Queeld Ventures Ltd [2025] EWCA Civ 951
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