Fountain Court Chambers

London & Singapore

Alex BardenCall Date: 2005

Alex specialises in commercial and financial litigation, especially insolvency and corporate, fund and LLP law. He has substantial experience of complex litigation involving financial institutions, often with an international element or a regulatory dimension. He is recommended by both Legal 500 and by Chambers and Partners, which notes the “tenacity of his advocacy” and his “commercially astute advice and technical analysis” – he is “great at giving advice about what the court will care about.

Alex’s clients include financial institutions, hedge funds and high net worth individuals. He was the leading junior for the UK institutional claimants in the $4bn RBS Rights Issue Litigation, and is currently acting for Kaupthing in litigation arising from its collapse, and for investors in Lehman Brothers and in the Titan Class X Notes Litigation.

Highlights of his recent commercial and civil fraud practice include trials and subsequent Court of Appeal cases relating to structured investment vehicles (Titan), allegations of conspiracy in the context of the aviation industry (Alpstream v GECAS) and a dispute in relation to oil and gas contract (Grizzly v Stena Drilling). He has wide experience of disputes in relation to business acquisitions, including for private equity funds and in the aerospace and insurance industries.

In the company, LLP and insolvency context, in addition to his wide experience of investor litigation and collapsing financial institutions, Alex is presently acting in one of the largest shareholder disputes before the English courts (Edwardian Hotels) and appeared in the leading cases on members’ rights in LLPs (Flanagan v Liontrust) and AIM Takeovers (Paros v Worldlink). He has appeared in a number of confidential arbitrations in similar fields. He specialises in disputes involving administration and under the Cross-Border Insolvency Regulations.

Alex’s practice involves a substantial diet of regulatory work, including under FSMA, the Takeover Code, MiFiD, FCA Rules including the Market Abuse regime, the Prospectus Rules, the Conduct of Business Rules, the CASS Rules, and directors’ disqualification.

Areas of Expertise

  • International arbitration
  • Restructuring/insolvency

COMMERCIAL AND FINANCIAL LITIGATION

Alex’s commercial and financial litigation practice covers a number of fields, including claims relating to the banking, insurance and aviation industries. He has substantial experience of injunctive relief and civil fraud claims, and of litigation with a regulatory angle.

RBS Rights Issue Litigation – acting (with Laurie Rabinowitz QC) for Legal & General, Standard Life, Prudential and others in a £4bn claim under s.90 of FSMA against RBS and its directors in relation to its 2008 rights issue and subsequent collapse.

Re Titan Europe Plc [2016] EHWC 969, [2016] EWCA Civ 1293 – acting (with Sue Prevezer QC) at first instance and in the Court of Appeal for hedge fund holding Class B Notes in a CMBS structure – successfully contended that Class X notes did not “scoop the pool” on insolvency.

Kaupthing v Isis – acting (with Ben Strong QC) for Kaupthing in litigation arising from the bank’s collapse and its subsequent disputes with the Tchenguiz brothers.

Alpstream v GECAS and others [2013] EWHC 370, [2015] EWCA Civ 1318 – acting (with Charles Bear QC and James Cutress) for companies owned by oligarch Alexander Lebedev; alleging conspiracy and breach of equitable duties against leading aviation companies GECAS and PK Airfinance. Successful in 6-week Commercial Court Trial, partially overturned on appeal.

Paros v Worldlink [2012] EWHC 394 – sole counsel for successful party in Commercial Court trial relating to an AIM takeover.

Grizzly Business v Stena Drilling [2014] EWHC 1920 – appeared (with Sue Prevezer QC) for successful claimant in Commercial Court trial relating to an oil drilling contract.

Cattles Rights Issue Litigation – acted (with Charles Bear QC) for Standard Life in its £20m claim against former directors of Cattles Plc, who had been disciplined by the FSA.

Disputes following business acquisitions, including acting (with James Potts QC) in relation to:

  • AXIO v UBM: 4-week Chancery Division trial of £20m claim by private equity acquirer of a business: defendants settled after their Expert admitted breaching code of conduct.
  • Re Brightside Insurance: claim against former director and auditors of a well-known insurance company, alleging (inter alia) breaches of FCA CASS Rules.
  • Re CAV Aerospace: claim by private equity purchaser against vendor of a large aerospace manufacturing business.

Civil fraud cases including:

  • Ablyazov Litigation – Acted for JSC BTA Bank (with Stephen Smith QC) to obtain search order against former mistress of Mukhtar Ablyazov.
  • Acting (with Philip Edey QC) for captain of a super-yacht in injunctive relief proceedings.
  • Sole counsel in injunctive relief applications alleging breach of duty against (i) a Moldovan businessman in respect of a BVI Company, (ii) directors of an invoice discounting company alleged to have misapplied investment funding and (iii) company directors attempting to “hive off” assets.

COMPANY, LLP AND FUND LAW

Alex practiced for almost 10 years at Erskine Chambers, where he developed a practice spanning the range of contentious and non-contentious company and LLP law. He has been instructed in a number of the largest shareholder and LLP disputes of recent times, and has substantial experience of derivative actions and technical company-related litigation. He also has broad experience of advising in relation to the structuring of, and challenges to, corporate transactions.

Investor Litigation:

  • RBS Rights Issue Litigation – acting (with Richard Snowden QC, and Laurie Rabinowitz QC) for Legal & General, Standard Life, Prudential and others in a £4bn claim under s.90 of FSMA against RBS and its directors in relation to its 2008 rights issue and subsequent collapse.
  • Cattles Rights Issue Litigation – acted (with Charles Bear QC) for Standard Life in its £20m claim against former directors of Cattles Plc, who had been disciplined by the FSA.

Shareholder disputes and derivative actions including:

  • Edwardian Group Shareholder Litigation – acting (with Andrew Thompson QC) for the minority shareholders in an £800m hotel company.
  • Tonstate Hotels – acted (with Sue Prevezer QC) for the majority shareholders in dispute relating to Hilton London Metropole Hotel.
  • Confidential LCIA Arbitration – acted for substantial shareholder in a large Russian media company in arbitration relating to shareholders’ information rights.
  • Re Hills Numberplates (with James Potts QC) – derivative claim relating to “hive-off” of a company’s business to entity owned by the directors.

LLP Disputes including:

  • Flanagan v Liontrust [2015] EWHC 2171 – appeared (with Andrew Thompson QC) for the claimant in the leading case on LLP Agreements.
  • Confidential Arbitration – relating to rights of members in a large investment management fund.

Claims arising from Takeover Code and Business Acquisitions including:

  • Advising an individual subject to disciplinary action by the Takeover Panel.
  • Paros v Worldlink [2012] EWHC 394 – sole counsel for successful party in Commercial Court trial relating to an AIM takeover.
  • MWB Business Exchange – acted for an investor accused of conspiring with management to deceive the markets.

Disputes arising from business acquisition (see “Commercial Litigation” above)

Advisory and transactional work including:

  • Cross-border mergers including Re Wood DIY Ltd [2011] EWHC 3089 and other group restructurings (e.g. for Air Liquide and Partners Group)
  • Reductions of capital and schemes of arrangement (including Re NDS Group Plc).
  • Directors duties and corporate governance, including under the Companies Acts, the Listing Rules, FSMA and other regulatory regimes.

INSOLVENCY

Alex has developed an insolvency practice covering both large and small matters. Particular areas of specialism include cases arising from the insolvency of financial institutions, disputes under the Cross-Border Insolvency Regulations, and administration cases. Alex is a contributor to Lightman and Moss (chapter on appointment of administrators) and regularly advises on administration applications and other issues.

Work in relation to insolvent financial institutions and structured finance vehicles includes:

  • RBS and Cattles Rights Issue Litigation.
  • Re Lehman Brothers Europe – acting (with David Allison QC) for funds holding equity and subordinated debt in LBIE. Application involves issues relating to administration set-off, statutory interest and the CASS regime.
  • Re Titan Europe Plc [2016] EHWC 969, [2016] EWCA Civ 1293 – noteholder litigation arising from the collapse of a structured investment vehicle.

Cross-border restructuring and insolvency work include:

  • Re LDK Solar (with Richard Snowden QC) – challenge to parallel schemes of arrangement in Hong Kong and Cayman Islands, relating to investments in mainland China.
  • Re Isis Investment Limited – sole counsel on successful recognition application in the BVI Courts for English scheme of arrangement, under the UNCITRAL model law.
  • Cross-Border Insolvency Regulations – Sole counsel in successful injunctive relief application under the Cross-Border Insolvency Regulations against a Moldovan businessman in respect of a BVI Company.

Administration and Officeholder cases include:

  • Advice and hearings in relation to long-running administrations including BG Holdings (House of Fraser), Polly Peck and Rafidain Bank.
  • Re Capitol Films Ltd [2010] EWHC 3223 – sole counsel in successful challenge to administrator’s sale of company assets to main shareholder.
  • Re Danka Business Systems Plc [2013] EWHC Civ 92, – Court of Appeal case on ability of company to avoid indemnity liabilities through voluntary liquidation (with David Chivers QC).
  • Re Portsmouth City Football Club Ltd [2013] EWCA Civ 916 – Leading Court of Appeal case on administration expenses (with Richard Snowden QC).

Alex is experience in company law litigation and has advised on a large number of directors’ disqualification cases, and on parallel proceedings involving the FSA and the Takeover Panel.

PUBLICATIONS

Contributor to Buckley on the Companies Act (section on members’ rights)

Contributor to Lightman and Moss on Administrators (Chapter 6 on appointment of administrators)

“Legal Privilege and Mandatory Disclosure under the Proceeds of Crime Act 2002″ [2005] LMCLQ (with Simon Atrill)

“US Corporate Law Reform Post-Enron – A Significant Imposition on the Private Ordering of Corporate Governance?” (2005) Journal of Corporate Law Studies.

EDUCATION

BA (Law) – St John’s College, Cambridge – first class honours in all three years, university prize in two papers.

LLM (University of Pennsylvania) – Thouron Scholar

BCL (Oxford) – Distinction

Princess Royal Scholar for the Bar Vocational Course

RECOMMENDATIONS

Chambers & Partners 2016 – He’s very good on the technical side and great at giving guidance as to what the court will or will not most likely care about.”

Legal 500 2016 – “a robust junior with good instincts”

Chambers & Partners 2015 –        “Incredibly hard-working, really good at working as a member of the team and very down-to-earth … pragmatic in advising us on what would fly in court”

Chambers & Partners 2014commended for the “tenacity of his advocacy” and his “commercially astute advice and technical analysis”.

Alex was highly recommended in Legal Week’s Stars of the Bar 2014.


BSB Barristers' Register