C8C5C6Part 11Derivative claims and proceedings by members
Pt. 11 excluded (retrospective to 30.3.2009 at 8.00 a.m.) by The Amendments to Law (Resolution of Dunfermline Building Society) Order 2009 (S.I. 2009/814), arts. 1(2), 6
Pts. 1-39 (except for Pt. 7 and ss. 662-669), 45-47 extended (12.5.2011) by The Companies Act 2006 (Consequential Amendments and Transitional Provisions) Order 2011 (S.I. 2011/1265), art. 5(1), Sch. 1 para. 2
Chapter 2Derivative proceedings in Scotland
C4C7266C1C2C3Requirement for leave and notice
1
Derivative proceedings may be raised by a member of a company only with the leave of the court.
2
An application for leave must—
a
specify the cause of action, and
b
summarise the facts on which the derivative proceedings are to be based.
3
If it appears to the court that the application and the evidence produced by the applicant in support of it do not disclose a prima facie case for granting it, the court—
a
must refuse the application, and
b
may make any consequential order it considers appropriate.
4
If the application is not refused under subsection (3)—
a
the applicant must serve the application on the company,
b
the court—
i
may make an order requiring evidence to be produced by the company, and
ii
may adjourn the proceedings on the application to enable the evidence to be obtained, and
c
the company is entitled to take part in the further proceedings on the application.
5
On hearing the application, the court may—
a
grant the application on such terms as it thinks fit,
b
refuse the application, or
c
adjourn the proceedings on the application and make such order as to further procedure as it thinks fit.
Pts. 1-39 modified (31.12.2020) by Regulation (EC) No. 2157/2001, Art. AAA1(3) (as inserted by The European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2018 (S.I. 2018/1298), regs. 1, 97 (with regs. 140-145) (as amended by S.I. 2020/523, regs. 1(2), 5(a)-(f)); 2020 c. 1, Sch. 5 para. 1(1))