FULHAM FOOTBALL CLUB (1987) LTD V RICHARDS

[2010] EWHC 3111 (Ch), Chancery Division, Mr Justice Vos, 1 December 2010

Arbitration - Petition for relief against unfair prejudice - Companies Act 2006, sections 994 and 996 - Whether right to petition was inalienable - Stay of proceedings - Arbitration Act 1996, section 9

Fulham was a member of Football Association Premier League Ltd (FAPL), the rules of which provided for disputes to be resolved by arbitration. Fulham accused the Chairman of a breach of the rules, and also breach of duty, by intervening in the proposed transfer of Peter Crouch from Portsmouth to Fulham and facilitating his transfer to Tottenham Hotspur. Fulham presented a petition under section 994 of the Companies Act 2006, alleging unfair prejudice, and sought injunctions preventing the Chairman from participating in future player transfer negotiations and requiring him to relinquish his office. FAPL applied for a stay of the proceedings under section 9 of the Arbitration Act 1996, relying on the arbitration clauses in the various agreements. Vos J, refusing to follow Exeter City Association Football Club Ltd v Football Conference Ltd [2004] 1 WLR 2910, held that the right of a shareholder to apply for relief was not inalienable and was therefore one which could be made subject to an arbitration agreement. A stay was thus mandatory.