Merger & Acquisition (M&A) Dispute Resolution

Merger disputes can often arise between parties owing to the complex nature of transactions involved in selling, purchasing and combining two or more companies. As one of the leading offshore law firms that specialises in both mergers and acquisitions (M&A) and dispute resolution, Appleby is able to offer unparalleled legal advice in the area of merger disputes.

Offshore merger disputes

We understand that buying or selling a business is never a straightforward process. Whether a pre-closing or post-closing dispute, our team of merger disputes lawyers are able to leverage our firm’s deep understanding of commercial issues in M&A transactions, including in particular the valuation of shares, along with relevant statutes and legal precedents.

From due diligence to dispute resolution, we possess the necessary legal expertise to ably navigate shareholder rights and contractual obligations including breach of warranty, indemnity and price adjustment issues. Trust in our technical acumen to deliver comprehensive legal support throughout your M&A journey and to safeguard your interests with precision and integrity.

SPOTLIGHT

Cayman merger disputes Lawyers

Our Merger Disputes lawyers in the Cayman Islands regularly advise dissenting shareholders who are dissatisfied with offer-merger consideration in proceedings to resolve the fair value of shares.

The team, which also has experts based in Hong Kong, is regarded as a market leader in respect to both appraisal rights claims and advising on fiduciary duty considerations. This is evidenced by rankings and commentary in highly respected legal directories such as Chambers and Partners, and The Legal 500, with recent praise of our Cayman dispute resolution team highlighting how “they are very alive to commercial issues and pressures, and they are mindful of this when discussing their strategy” (Chambers).

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29 Apr 2026 | News

Appleby extends sponsorship of 8TEN Racing

Garry Manley

The Exception To The Rule: Stricter Test Applies Where Granting An Interlocutory Injunction Would Shut Out Trial

28 Apr 2026

The Interplay Between Supervision Applications and Winding Up on the Just and Equitable Ground: Re Atlas Capital Markets LLC

In its recent judgment in Re Atlas Capital Markets LLC [2026] CIGC (FSD) 19, the Grand Court considered itself bound to make a supervision order pursuant to s.131(b) of the Companies Act, notwithstanding that the company was the subject of a pending just and equitable winding up (J&E) petition when its voluntary liquidation was commenced; and rejected an attack on the joint voluntary liquidators’ (JVLs) independence, which was principally based on a misreading of the JVLs’ evidence and lacked any objective foundation. The authors, who successfully represented the JVLs in obtaining the supervision order, discuss this important judgment further below – which is believed to be the first decision on the interplay between supervision applications and J&E proceedings under the Companies Act – and offer their views on the guidance that shareholders petitioning on the just and equitable ground may derive from it in future cases. The challenge to the JVLs’ independence was rejected on the well-established principles which Doyle J discussed in Re Global Fidelity Bank [2021] 2 CILR 361, and is not discussed in further detail below.

Andrew Jackson, Luke Burgess-Shannon, Sofia Kranjec

27 Apr 2026

Back to Basics - Dispute Series

Winding-Up Petitions in the BVI – A Practical Guide For Creditors Applying to appoint a BVI liquidator is one of the most cost effective and efficient tools available to creditors who want to recover debts or liabilities from BVI companies and is often a go-to strategy where simpler methods of debt collection have failed. Once appointed, a liquidator has a broad range of immediate powers including the ability to take possession and control of all of the company’s assets. In this guide, we highlight the process and the key principles for creditors to consider prior to and during the liquidator appointment process.

Daniel Mitchell, Kara Benjamin

23 Apr 2026

FamilyMart and Beyond: The Continuing Influence of the Privy Council’s Landmark Decision on Shareholder Litigation

The Privy Council's decision in FamilyMart China Holding Co Ltd v Ting Chuan (Cayman Islands) Holding Corp [2023] UKPC 33 is a landmark ruling that distinguishes the arbitrability of underlying shareholder disputes from the court's exclusive jurisdiction over just and equitable winding-up of a Cayman company.

John McCarroll SC, Alvin Sin

20 Apr 2026

Avoiding The Nuclear Option: Buyout Orders In Just And Equitable Winding Up Proceedings

With the Cayman Islands being a preferred jurisdiction for the incorporation of investment vehicles, inevitably cases will arise where non-controlling shareholders complain that they are being unfairly prejudiced by conduct of those in control, and necessarily pursue those complaints by way of proceedings to wind up the subject company on the just and equitable ground. Where such complaints are well-founded, the outcome will often be an order putting the subject company into official liquidation. But the Cayman courts also have the jurisdiction in such cases to make a range of other orders as alternatives to taking that nuclear option, and are indeed obliged to consider whether any of those alternative orders would provide a more appropriate solution to the complaints.[1] The Grand Court was recently required to conduct that analysis in the case of Re Position Mobile Ltd SEZC.[2] The petitioning shareholder in that case had satisfied the Court that it would be just and equitable to wind up the company – since it had justifiably lost confidence in the probity of those in control, due to their serious and sustained misconduct and mismanagement – but positively sought a buyout order[3] as an alternative to a winding up. The Court thus proceeded to consider whether the buyout order, or any other alternative order, would be more appropriate than ordering a winding up, and concluded that a buyout order was the fairest and most appropriate form of relief in the circumstances of that case. The authors will discuss the guidance which the Position Mobile case provides in that regard below, which should be considered together with the guidance provided by Re Madera Technology Fund (CI) Ltd,[4] particularly in respect of the approach that the Cayman courts can be expected to take when setting the appropriate valuation date for a buyout order, with a view to ensuring that the valuation is fair to each side.[5] [1] See Re Virginia Solution SPC Ltd (unrep. 28 July 2023, CICA) at [61]. [2] [2026] CIGC (FSD) 10 [3] Requiring the respondent shareholders to purchase its shares at a fair price. [4] (unrep. 21 Aug. 2024, Richards J). [5] For further detail, see the authors’ article on the Madera Technology case at https://www.applebyglobal.com/publications/no-looking-back-investor-held-to-buyout-at-current-value-of-shares/.

Andrew Jackson

17 Apr 2026

2026 Guide to Asset Tracing and Recovery in the Cayman Islands

This country-specific Q&A provides an overview of Asset Tracing & Recovery laws and regulations applicable in the British Virgin Islands.

Daniel Mitchell, Tamara Cameron, Dave Marshall

16 Apr 2026

2026 Guide to Asset Tracing and Recovery in the Cayman Islands

This country-specific Q&A provides an overview of Asset Tracing & Recovery laws and regulations applicable in Cayman Islands.

Harriet Ter-Berg, Alan Bercow, Jae Shin, Róisín Cottrell

15 Apr 2026

Bermuda: Asset Tracing and Recovery

This country-specific Q&A provides an overview of Asset Tracing & Recovery laws and regulations applicable in Bermuda.

John Wasty, Claire van Overdijk KC, John Riihiluoma, James Batten, Robert Nash

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15 Apr 2026

Purpose trusts: Bermuda’s answer to modern asset structuring

Purpose trusts represent a notable development in modern trust law, particularly within offshore financial jurisdictions such as Bermuda. Unlike traditional private trusts, which are established for the benefit of identifiable beneficiaries, purpose trusts are created to achieve specific objectives or purposes. Historically, common law jurisdictions were reluctant to recognise such arrangements due to the absence of beneficiaries capable of enforcing the trust. However, legislative reforms in Bermuda have significantly expanded the scope of trust law by expressly validating noncharitable purpose trusts. Through the enactment of the Trusts (Special Provisions) Act 1989 (‘the 1989 Act’), Bermuda introduced a statutory framework that allows trusts to exist for defined purposes, provided certain legal requirements are satisfied. This innovation has made Bermuda a leading jurisdiction for the establishment of purpose trusts, particularly in the fields of international finance, corporate structuring and private wealth management. This article examines the legal foundations of purpose trusts under Bermuda law, focusing on their historical development, statutory framework, requirements for validity, enforcement mechanisms and practical applications.