Sparsh’s recent and current instructions include:

• Acting as sole English counsel in a BVI law unfair prejudice arbitration.
• Acting (with Tom Montagu-Smith KC) for the respondent in a LCIA arbitration concerning the proper interpretation of a force majeure clause, and rectification of a contract. The arbitral proceedings have involved a consideration of various Middle Eastern banking practices/operations.
• Acting for the respondent in a LCIA arbitration concerning the lawfulness of a penalty damages clause, and the parties’ obligations with respect to the opening of a letter of credit.
• Advising on a defence to allegations for breach of contract concerning the encashment of guarantees, and counterclaim for failure to deliver goods.
• Advising on the merits of a LMAA arbitration in a dispute concerning payment for the purchase of a ship, involving conflicts of laws and jurisdiction issues.

Sparsh’s recent and current instructions include:

• Acting (with Tom Montagu-Smith KC) for the respondent in LCIA arbitral proceedings concerning Middle Eastern banking practices/operations, and a party’s entitlement to rely on a contractual force majeure clause.
• Acting for the respondent in LCIA arbitral proceedings concerning (amongst other issues) the obligations of a buyer and seller with respect to the opening of a letter of credit.
• Regularly assisting another member of Chambers in FCA proceedings concerning allegations of “knowing concern” in breach of market abuse and listing rules.

Sparsh has a growing civil fraud practice, and has a particular expertise in complex and high-value offshore civil fraud matters encompassing company and trusts matters. His recent matters have included

• Acting (with Richard Wilson KC) in proceedings across England, the BVI and the Cayman Islands for the trustee of a Cayman law discretionary trust and several BVI companies in response to allegations that the trust is either a “sham”, has received assets pursuant to transfers defrauding creditors, or holds assets on resulting trust for the settlor.
• Acting (with Richard Wilson KC) for defendants in response to a claim before the English High Court concerning allegations of inducing a breach of contract and unlawful means conspiracy in respect of a transfer of land in alleged breach of contractual overage provisions.
• Acting (with Dan McCourt Fritz KC) in derivative proceedings brought by a shareholder before the Supreme Court of Gibraltar regarding alleged breaches of fiduciary duties and unlawful means conspiracy by the company’s alleged de jure and shadow directors.
• Acting (with Hodge Malek KC and James Potts) in a claim for a declaration of beneficial ownership of shares in a valuable BVI company concerning issues such as transfers defrauding creditors, sham trusts and double nomineeship arrangements.
• Acting as sole English counsel in BVI proceedings in respect of a claim to set aside a transfer of shares in a valuable BVI company on the grounds of undue influence and unlawful means conspiracy.
• Acting as sole English counsel Gibraltar proceedings in respect of a claim to set aside a supposed gift on the grounds of equitable mistake and undue influence.  
• Advising an investor on claims of fraudulent misrepresentation and deceit arising out of false representations states in a prospectus.
• Acting (with Andrew Holden) on an unfair prejudice petition brought by a minority shareholder against a director of a company and other companies under that director’s control for breaches of fiduciary duty, dishonest assistance and knowing receipt.

Sparsh has a significant multi-jurisdictional commercial practice. He is ranked junior in Legal 500 for Offshore Commercial Disputes where he is described as “A diligent junior with mastery of the facts”. His recent work in this field has included:

• Acting as sole counsel in Gibraltar proceedings concerning a claim for damages for breaches of duty of care and contract arising out of an alleged failure to monitor investments in two failing Cayman mutual investment funds.
• Acting (with Andrew Holden) in Richards v Kulczyk [2022] EWHC 863 (Ch) for a Guernsey based defendant contesting the English Court’s jurisdiction to determine claims in unjust enrichment for provision of services and breach of an alleged oral agreement.
• Acting as sole counsel in English proceedings concerning a claim for breach of contract and unjust enrichment in respect of a wholesale purchase contract in the construction sector.
• Acting as sole counsel for the claimant in a claim for breach of various service agreements in respect of money owed thereunder.
• Successfully defending at trial as sole counsel claims for breach of an implied contract of agency and unjust enrichment for purportedly discharging a liability to a third party.
• Advising as sole counsel a borrower on a defence to a claim for breach of a loan agreement, which included a defence of promissory estoppel.
• Advising a major Middle Eastern based contractor on its rights and obligations under various guarantee and share purchase agreements (LCIA rules; DIFC seat).
• Acting (with Tom Montagu-Smith KC) for the respondent in a LCIA arbitration concerning the proper interpretation of a force majeure clause, and rectification of a contract. The arbitral proceedings have involved a consideration of various Middle Eastern banking practices/operations.
• Acting for a Middle Eastern respondent in a LCIA arbitration concerning the lawfulness of a penalty damages clause, and the parties’ obligations concerning the opening of a letter of credit.
• Advising a Middle Eastern client on a defence to allegations for breach of contract concerning the encashment of guarantees, and counterclaim for failure to deliver goods.
• Advising a Middle Eastern client on potential repudiatory breaches of a share purchase agreement.
• Advising on jurisdiction in respect of claims concerning a failure to deliver a ship docked in Oman.
   

Together with his private client work, company litigation forms a core part of Sparsh’s practice. He regularly acts in shareholder/director disputes both in England and offshore, either as sole counsel or as part of a counsel team.

Examples of Sparsh’s recent work in this field include:

• Acting (with Dan McCourt Fritz KC) in derivative proceedings brought by a shareholder before the Supreme Court of Gibraltar regarding alleged breaches of fiduciary duties and unlawful means conspiracy by the company’s alleged de jure and shadow directors. The claim raises a number of complex company law issues,including the circumstances in which the Court should grant permission to a shareholder to bring derivative proceedings, and is estimated to be worth tens of millions of pounds. 
• Acting (with Philip Jones KC and Daniel Warents) for the successful appellant before the Privy Council in Chu v Lau [2020] 1 WLR 4656, a leading case on just and equitable winding up orders on appeal from the Eastern Caribbean Court of Appeal.
• Acting as sole English counsel in Gibraltar proceedings concerning a claim for damages in excess of US$5 million against the claimant companies’ alleged de facto or shadow directors for breaches of duty of care and fiduciary duties.
• Advising (as sole counsel) a shareholder/director on access to the company’s accounting records, and winding up the company on the just and equitable ground.
• Advising (as sole counsel) a minority shareholder on an unfair prejudice petition arising out of exclusion from management, breakdown in relations, breach of contractual agreements, and breach of the governing body’s regulatory code of conduct.
• Acting (with Andrew Holden) on an unfair prejudice petition brought by a minority shareholder against a director of a company and entities under that director’s control for breach of fiduciary duty, dishonest assistance and knowing assistance.

Sparsh is regularly instructed in matters before the High Court and County Court in respect of winding up and bankruptcy petitions.

This has included acting (as sole counsel) for the successful respondent in Tatishev v Zimmerz Management LP [2021] EWHC 2611 (Ch), concerning an application to set aside a statutory demand on the grounds of common mistake and misrepresentation. The case involved a consideration of when a compromise agreement may be set aside for mistake, and when a pre-action letter may amount to an actionable misrepresentation.

Sparsh is also advising a group of creditors on their rights in respect of various Cayman mutual funds currently in liquidation.

In a very short space of time Sparsh has built up considerable experience in the offshore and international field. A rarity for someone of his call, Sparsh is also regularly instructed as sole counsel on offshore matters.

Examples of Sparsh’s work in the Caribbean and Gibraltar include:

• Acting (as sole counsel) for a successful trustee in a claim before the Supreme Court of Gibraltar to vary the terms of the trust, and approve a momentous decision.
• Advising (as sole counsel) a successful trustee in a claim before the Supreme Court of Gibraltar on the proper interpretation of a deed of trust, and the meaning of the term “excluded person”.
• Acting (as sole counsel) for beneficiaries of a Gibraltar will trust regarding the transfer of assets under the Saunders v Vautier principles and identification of beneficial ownership.
• Acting (with Lewis Baglietto KC and Moshe Levy) on a claim before the Supreme Court of Gibraltar for breachof directors’ duties arising out of the directors’ failure to monitor and redeem the companies’ investments in failing Cayman mutual investment funds. The claim involves (amongst others) the duties of de facto andshadow directors under BVI law.
• Acting (with Lewis Baglietto KC) for the successful trustee in Church Lane Trustees Limited v Bunyan [2021] GSC 28 before the Supreme Court of Gibraltar.This was a claim for the Court’s approval of theTrustee’s decision to make a final distribution of the Trust’s assets, and the Trustee’s final accounts. The case also involved the Court’s approach to the interpretation of a settlor’s letter of wishes, and the extent to which a trustee may hold a beneficiary responsible for the costs of historic litigation. 
• Acting (with Elspeth Talbot Rice KC) in O Trustee v Q Claim No. BVIHCM 2020/0116 before the Eastern Caribbean Supreme Court for the successful applicant in her application to be appointed the“nextfriend”of the trusts’ minor beneficiaries, and to generally represent the minor beneficiaries in matters concerning the trustees’ proposals. The case involved novel issues such as the circumstances in which a Court may recognisea foreign parentage/guardianship order.
• Acting (with Philip Jones KC and Daniel Warents) for the successful appellant before the Privy Council in Chu v Lau [2020] 1 WLR 4656, a leading case on just and equitable winding up orders on appeal from the Eastern Caribbean Court of Appeal.
• Advising (with Andrew Holden) a Guernsey trustee ona successful claim for Beddoe relief.
• Assisting (with Andrew Holden) in a claim to remove a PTC as trustee of two Bahamian trusts.
• Advising (with Andrew Holden) a Gibraltar trustee on a claim for breach of trust by the beneficiaries arising out of foreign tax liabilities.
• Assisting a Gibraltar trustee in a Public Trustee v Cooper application in relation to a compromise agreement between the primary beneficiaries.
• Being instructed as part of a large Counsel team on a dispute arising out of investments made through an insurance wrapper.

Sparsh is also regularly instructed on commercial disputes in both the UAE and Oman (see the Commercial Litigation section above for further information).

Sparsh is currently advising the administrators of a deceased estate in respect of the valuation of the deceased’s interest in a limited liability partnership.

Sparsh acted for the successful appellant before the Privy Council in Chu v Lau [2020] 1 WLR 4656 (led by Philip Jones KC and Daniel Warents), a leading case on the applicable principles for quasi-partnerships and where a dispute between quasi-partners may lead to a winding up of the quasi-partnership. This case involved a consideration of the applicable principles relating to a “no fault” dissolution of a partnership.