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Rebecca Farrell

Year of Call: 2016
Email Address: [email protected]
Telephone: 020 7583 8055

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Clerk Details

  • Clerk Name: David Fielder
  • Clerk Telephone: 020 7583 8055
  • Clerk Email: [email protected]

Commercial

Rebecca Farrell has a busy practice advising on insolvency and company matters including partnership and shareholder disputes, financial services litigation and general commercial disputes.

Insolvency

Rebecca often advises and acts for insolvency practitioners; creditors and debtors on matters concerning personal and corporate insolvency law. She is often instructed to appear on bankruptcy petitions, winding-up petitions and other substantive applications in both the High Court and County Court. ‘Other applications’ include:

  • urgent applications/injunctions to restrain presentation or advertisement of a winding up petition;
  • applications concerning transactions at an undervalue;
  • preference claims;
  • misfeasance claims;
  • applications to remove liquidators and other applications which challenge a liquidator’s decision making;
  • applications to set aside statutory demands;
  • applications for income payment orders; and
  • applications for delivery up of documentation and summonses.

Rebecca has some experience of disputes which have a dimension outside of this jurisdiction and associated challenges to the court’s jurisdiction.

Alongside other members of the Commercial Team during the Pandemic, Rebecca published news items and delivered a webinar on updates to insolvency law and practice in light of Covid-19. This included coverage of the Corporate Insolvency and Governance Act 2020.

Examples of recent work includes:

  • Tanfield (as executor of the Estate of Paul Watkins) and another company v Meadowbrook Montessori Ltd [2024] EWHC 1759 (Ch) – Assisted a company incorporated to run a school, by securing the dismissal of a winding up petition for £167,593.41. The court accepted that the company had raised a strongly arguable case that the purported forfeiture of the lease by physical re-entry between the first and second hearing of the petition (causing the abrupt closure of the school) was unlawful. The court was persuaded to quantify the potential cross claim in the sum of at least £546,000 for general damages for trespass, with potential exemplary damages in addition to said sum.
  • Brown v Ulrick (as the liquidator of S.A.L. Holdings Ltd) S.A.L. Holdings Ltd (in members’ voluntary liquidation) [2024] EWHC 2041 (Ch) – successfully applied to set aside a liquidator’s decision to reject a proof of debt. The court approved over 70%  of the sums in the proof claimed, with costs recoverable under the lease to be assessed at a further hearing. The proof of debt related to a claim for breach of covenants not to alter, by a creditor (“Landlord”) against a former tenant (the company in liquidation). In its decision, the court accepted that the Landlord was entitled to the cost of restoring the property to the condition that it was in when it was first let. The court also found that it was entitled to award the Landlord the costs of proving for the debt under the lease, where Insolvency Rule 14.5(a) would otherwise require the creditor to bear the costs of proving for its debt.
  • Jackson v Ayles [2021] EWHC 995 (Ch) - Successfully supported a trustee’s application for a declaration that the first legal charge over the bankrupt’s matrimonial home was unenforceable in accordance with Section 26 of the Financial Services and Markets Act 2000 (“FSMA 2000”). The application was heard over the course of two days and Chief ICC Judge Briggs’ decision provides useful analysis concerning Section 19 FSMA 2000 (was the loan advanced ‘by way of business’) and Section 28 FSMA 2000 (was it just and equitable to enforce the loan in the circumstances, having regard to whether the person who is carrying on the regulated activity reasonably believed that he was not contravening the general prohibition).
  • Helped a Landlord (creditor) set aside a decision by a liquidator to reject a proof of debt (by way of application under Insolvency Rule 14.8). The proof was in the sum of £277,397 and represented a claim made by a landlord against a company (in liquidation) principally for a breach of covenant claim under the lease.
  • Successfully acted on behalf of a Trustee in Bankruptcy and resisted an application to set aside a Section 283A notice which would have placed a (previously undisclosed and valuable) property beyond the reach of creditors.
  • Successfully obtained urgent injunctive relief to restrain presentation of various winding-up petitions in the High Court and recently appealed a cost order associated with one such urgent application which did not provide for the Petitioner’s costs of certain subsequent hearings.. On appeal, a High Court Judge unusually set aside the cost decision of the lower court and granted the Petitioner its full costs on the indemnity basis.
  • Obtained declarations from the court that certain payments from a pension provider to the wife of a bankrupt were void dispositions.
  • Secured an order for delivery up of documents and a summons against a director resident outside of the jurisdiction. The case raised interesting issues concerning the extra-territorial reach of the Insolvency Act post-Brexit.

Company Work

Rebecca acts and advises on matters which arise in the lifecycle of a business including:

  • internal disputes between stakeholders of a business such as shareholder and partnership disputes including unfair prejudice proceedings and derivative claims;
  • misconduct by employees; directors and shareholders for example breach of director and fiduciary duty matters; issues associated with fraudulent conduct and breach of restrictive covenant claims; and
  • issues associated with companies in financial distress and director disqualification claims.

Examples of recent work includes:

  • Successfully obtained an urgent injunction to prevent members of an LLP from closing a hotel arguably in breach of an LLP agreement and fiduciary duties owed.
  • Successfully defended a breach of contract and misrepresentation claim at trial arising from and in connection with an allotment of shares purchased in a Single Enterprise Investment Scheme (“SEIS”) qualifying company.
  • Assisted senior counsel in representing a partner and eventually settling a seven-figure long-standing partnership dispute which concerned matters including equitable accounting issues associated with company property and a counterclaim for time expended on partnership affairs and retention of monies belonging to the partnership.
  • Drafted the Points of Defence in unfair prejudice proceedings issued in the High Court. The unfair prejudice proceedings were subsequently consolidated with intellectual property claims and the petition ultimately failed (see Minim v Rahman and others [2022] EWHC 2870 (Ch)).
  • Instructed to represent a director, from the inception of the claim, where a former director brought an unfair prejudice petition against him alleging (principally) wrongful exclusion from management. This claim was also listed to be heard at a seven-day trial alongside a claim the company pursued against the former director for monies owed to the company. The matter settled shortly before trial.
  • Provided urgent advice on the merits of seeking a freezing order and other potential relief against a former director and employee accused of wrongdoing including allegations of bribery.
  • Provided advice to an executor in a High Court claim which was wrongly commenced against a deceased director accused of defrauding a company of significant sums and successfully enabled the client to favourably exit the litigation.
  • Provided advice on a number of director disqualification matters.

Commercial litigation and contractual disputes

Prior to qualifying as a Barrister, Rebecca worked as a paralegal in an international law firm on a reinsurance matter. Subsequently Rebecca worked as a Legal Editor at FromCounsel, a publishing company that provides an excellent online resource for corporate lawyers.

Rebecca has acted for a range of clients including national and international companies; lenders; education organisations; a European Institution; law firms; and individuals on a range of commercial issues including:

  • claims relating to the various forms of misrepresentation;
  • construction and enforceability of guarantee and indemnity provisions;
  • breach of contract claims including breach of warranty issues;
  • agency;
  • breach of trust issues;
  • the Sale of Goods Act 1979 and associated legislation including acceptance/rejection issues;
  • consumer regulations;
  • data protection disputes;
  • disputes concerning the regulation of financial services and the conduct of investors; and
  • see also ‘company law’ section above for further examples of work undertaken which may also fall into that category.

Recent matters include:

  • Succeeded in a three-day trial concerning a disputed commercial agreement and purported breaches of obligations owed.
  • Succeed in a summary judgment application concerning the enforcement of a property development loan worth £1.2 million, tackling issues concerned with an alleged unfair relationship and other consumer rights legislation on a summary basis.
  • Settled the defence of a claim for outstanding fees associated with an offshore marine project which resulted in the discontinuance of the claim shortly thereafter.
  • Acted in a high value dispute arising from the pandemic concerning masks and compliance with European legislation and domestic PPE Regulations.
  • Articles

    • Seeking the dismissal of a winding-up petition Tanfield (as executor of the Estate of Paul Watkins and another company v Meadowbrook Montessori Ltd)

      23rd Jul 2024

      Rebecca Farrell has written an article for LexisNexis regarding a landlord’s winding-up petition for £167,593.41 against a company incorporated to run a school which was dismissed. The court found there was a strongly arguable case that the bulk of the petition debt did not represent rent arrears payable, but rather a purchase price payable for shares in the company. The court also accepted that there was a cross-clam with a real prospect of success in a sum of at least £546,000 in general damages and potentially exemplary damages as well. The company had raised a strongly arguable case that the purported forfeiture of the lease by physical re-entry between the first and second hearing of the petition (causing the abrupt closure of the school) was unlawful, amongst other arguments in the cross claim.

      This article was first published by LexisNexis on 23 July 2024.

      View Article

    • To order or not to order compulsory ADR: there is no question

      22nd Jul 2021

      To order or not to order compulsory ADR: there is no question

      Specialist commercial law barristers David Parratt QC and Rebecca Farrell review the Civil Justice Council’s Report, ‘Compulsory ADR’.

      View Article

    • No duty to exercise option reasonably or in good faith in engine maintenance agreement

      24th Jul 2020

      No duty to exercise option reasonably or in good faith in engine maintenance agreement

      Rebecca Farrell analyses Cathay Pacific Airways Ltd v Lufthansa Technik AG, in which the High Court found that there was no duty of good faith or duty to act reasonably in respect of an option to withdraw engines from a maintenance agreement.

      This article was first published by Lexis®PSL on 21 July 2020.

      View Article

    • Pandemic Petitions: Winding up under the Corporate Insolvency and Governance Act 2020 and the associated Practice Direction

      10th Jul 2020

      Following the introduction of the Corporate Governance and Insolvency Act 2020 (“the CIGA 2020”) and the associated Insolvency Practice Direction, 3PB’s specialist commercial law barristers Charles Irvine and Rebecca Farrell consider winding up petitions in this context.

      View Article

    • The price of an unreasonable refusal to engage: ADR, Litigation and cost consequences

      8th Jun 2020

      3PB’s specialist commercial law barristers David Parratt QC and Rebecca Farrell review the cost consequences for lawyers and their clients of a refusal to engage in ADR.

      The article includes a recent case law review which demonstrates a particular trend whereby Courts will examine closely the actions of the parties in relation to offers of ADR as to whether they are ‘reasonable’ or not. Even the failure to respond to a Part 36 Offer alongside an offer to mediate, can of itself potentially signify an unreasonable refusal to engage with ADR.

      View Article

    • Daniel Brown and Rebecca Farrell review court decision on Carluccio’s administration

      23rd Apr 2020

      Following the recent decision of Re Debenhams Retail Ltd (In Administration) [2020] EWHC 921 (Ch) which applied Re Carluccio’s Limited [2020] EWHC 886 (Ch), 3PB’s specialist Employment and Commercial Barristers Daniel Brown and Rebecca Farrell join forces to review the Carluccio’s decision.

      View Article

    • Substituted service of a bankruptcy petition not available retrospectively

      14th Mar 2019

      Commercial update: Substituted service of bankruptcy petitions

      The High Court has ruled that permission to serve a bankruptcy petition by a substituted means cannot be given retrospectively. Rebecca Farrell analyses the decision Ardawa v. Uppal and Jordan [2019] EWHC 456 (Ch) and considers how it changes the law.

      View Article
  • Recommendations

    Rebecca Farrell is a junior with broad expertise spanning commercial and insolvency litigation. She is particularly noted for her experience in shareholder and breach of contract claims.
    Strengths: "Rebecca is very comprehensive and she clearly likes to find answers to things; she's the most thorough barrister."

    Chambers UK 2025/Commercial Dispute Resolution/ South Eastern Circuit/Leading Junior - Ranked Tier 1

    'Rebecca is exceptionally thorough and knowledgeable. She has a strong commercial and strategic mind with excellent legal knowledge. She gets to grip with the issues and merits very quickly and will have an honest conversation if she identifies any issues.'

    Legal 500 2025/Company and Insolvency/ South Eastern Circuit/ Up and coming

    'Rebecca is very thorough and clear in her advice. She is excellent with clients.'

    Legal 500 2025/Commercial Litigation/ South Eastern Circuit/Leading Junior - Ranked Tier 1

    ‘Rebecca is extremely diligent. Her preparation for each matter is thorough and focussed, and she applies the same discipline and dedication to low-value, fast-track matters through to complex, high-value claims. She has the ability to get on top of difficult issues quickly.’

    Legal 500 2024/Commercial Litigation/ South Eastern Circuit/ Rising Stars

    ‘Rebecca consistently provides the necessary mix of technical excellence. Her advocacy is robust and thoughtful and has a reliable ability to persuade judges to the logic of her arguments.’

    Legal 500 2024/Company and Insolvency/ South Eastern Circuit/ Rising Stars

    Rebecca has assisted [X client] on various occasions during the past 18 months. Rebecca is always professional, courteous and diligent in her analysis of cases. She is always responsive to emails or telephone calls and she is a delight to work with”
    Instructing solicitor

    "I am a Solicitor and have so been since 1974-and once appeared in many criminal and civil cases. Just to say that Rebecca (whom I had never known of or met) was first class in her dealings with the Court witnesses and conducting the case. Hopefully she will go far”
    Client

    "I am writing to thank you for representing me yesterday. As you know following the mix up on my last court date I was quite anxious about yesterday's hearing. As soon as we met, you immediately put me at ease and it was clearly obvious that you had given a lot of time in familiarising yourself with my case. This proved to benefit us both. I was impressed by your professionalism and knowledge in the court room that led to a positive outcome. I have let [X firm] know how good you are and that they should be confident in you representing their clients in the future.”
    Client

    “Counsel was nothing short of fantastic, Rebecca had a very good handle on the numbers and the file in general she was impressive and did her utmost”
    Client

    • Expand recommendations
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