A recent High Court decision has shown how English interim relief may be available to protect assets in England while foreign shareholder proceedings continue overseas.
The case, Hughes v Bellamy [2026] EWHC 237 (Ch), concerned an urgent application for relief in support of unfair prejudice proceedings in the Isle of Man. The dispute involved an Isle of Man parent company and two English subsidiaries.
For shareholders, directors and investors involved in cross-border disputes, the case is a useful reminder that the English court may be able to intervene where assets in England are at risk, even where the main shareholder claim is being pursued in another jurisdiction.
What was the dispute about?
The dispute involved Mr Hughes and Mr Bellamy, who were equal shareholders and directors of Mulberry Limited, an Isle of Man company. Mulberry owned two English subsidiaries, Pathfinder 1 Limited and AI Pathfinder Inc Limited.
The parties had established a joint venture in 2025 to create a sovereign AI business. Disputes later arose about the funding of Mulberry and the governance of the English subsidiaries.
The claimant sought urgent relief after discovering that one of the defendants had sold most of its assets. He considered the sale suspicious, potentially at an undervalue and possibly to parties connected with the first defendant.
Why did the claimant seek help from the English court?
The main unfair prejudice proceedings were taking place in the Isle of Man. However, the assets that needed protection were connected with English subsidiaries.
The claimant therefore applied to the English High Court under section 25 of the Civil Jurisdiction and Judgments Act 1982. That provision can allow the English court to grant interim relief in support of proceedings in another jurisdiction.
In practical terms, the claimant wanted to prevent assets being moved, disposed of or otherwise dealt with before the underlying shareholder dispute could be resolved.
Was this a freezing order?
One of the issues in the case was how the application should be characterised.
- The third defendant argued that the application was, in substance, a freezing order application and that the claimant had not satisfied the usual requirements for freezing relief. This included the need for solid evidence of a real risk of asset dissipation.
- The court granted short-term injunctive relief preventing the relevant defendants from disposing of, or dealing with, their assets without the claimant’s prior written consent.
The report of the case indicates that the judge appeared to accept that the American Cyanamid test for interim injunctions applied, given the need to preserve the status quo of the subsidiaries’ assets while the unfair prejudice petition continued. However, the judge also noted that even if the freezing injunction test applied, the undisclosed asset sale would satisfy the requirement of showing a real risk of dissipation.
Why is the decision important for shareholder disputes?
Shareholder disputes often involve urgent asset preservation concerns. Where the dispute involves companies, subsidiaries or assets in different jurisdictions, the position can become more complicated.
This case is important because it shows that the English court may be willing to grant protective relief where there is a sufficient connection with England and Wales, even if the main unfair prejudice proceedings are abroad.
That does not mean interim relief will be available in every cross-border shareholder dispute. The court will consider the particular facts, the nature of the foreign proceedings, the assets requiring protection and whether it is just and convenient to grant relief.
What does the case mean for freezing orders and interim relief?
The decision is relevant to freezing orders because it considers the boundary between ordinary interim injunctive relief and freezing relief.
A freezing order is a serious remedy. It is designed to prevent a party from dissipating assets so that a judgment or order is not frustrated. The court usually requires strong evidence of risk and will expect appropriate safeguards.
By contrast, other forms of interim injunction may focus more on preserving the status quo until the court can determine the dispute. In this case, the reported reasoning suggests the court was concerned to preserve the value and integrity of the English subsidiaries’ assets while the foreign unfair prejudice claim progressed.
For parties seeking urgent relief, careful framing of the application matters. The evidence, the order sought and the legal test relied upon must be aligned.
What should shareholders do if company assets are at risk?
Shareholders who suspect that company assets are being moved or depleted should act carefully and quickly, but not rashly.
The first step is usually to gather and preserve evidence. This may include company documents, board records, Companies House filings, correspondence, transaction records and any evidence showing why a disposal is said to be suspicious or harmful.
Legal advice is particularly important where the dispute crosses borders. The court will need to understand why English relief is needed, how it supports the foreign proceedings and what risk exists if no order is made.
How can FWJ help?
Francis Wilks & Jones advises shareholders, directors and companies on shareholder disputes, unfair prejudice claims, freezing orders and urgent interim relief.
We act in disputes involving asset preservation, suspected diversion of company value, director misconduct and cross-border corporate conflict.
Our team can advise on the practical options available where company assets may be at risk, including whether urgent injunctive relief should be considered in England and Wales
