Unfair Prejudice Petitions under the Companies Act 2006: standing, grounds, examples, procedure, remedies and Companies House filings (England and Wales)

Published by a LexisNexis Corporate expert

Practice notes

A minority member in a company typically has limited scope to sway management or the majority and, as a result, their interests may at times be overlooked. If they need to safeguard their position, a minority member has several options, eg they may:

Bring an unfair prejudice claim by petition
Pursue a derivative claim
Seek an order for the company to be wound up
Issue a claim against a director in their personal capacity, rather than as a director, where justified

This fundamentals note explores how a minority member can protect their stake by issuing an unfair prejudice petition. For further information, see Practice Notes: Unfair prejudice claim—what it is and when to use it, Unfair prejudice claim—the procedure and Unfair prejudice claims—key and illustrative decisions [Archived]. For guidance on other routes and remedies open to a minority member, see Practice Notes: Derivative claims—fundamentals and Just and equitable winding up—fundamentals.

What is a minority member?

There is no statutory definition of a minority member in the Companies Act 2006 (CA 2006). In practice, members of a company with a share capital will normally...

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Web page updated on 22/05/2026

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