Martin Ouwehand

Call: 2002

Barrister

Martin has substantial experience and expertise in commercial litigation, contentious insolvency, company law and shareholder disputes. He is extremely versatile, both as an adviser and an advocate, having acted for a wide range of clients such as individuals, SMEs, financial institutions and insolvency practitioners, and having practiced as a Solicitor before joining the Bar. He is ranked as a leading junior in The Legal 500 UK Bar.

He is also experienced in cross-border matters, and matters of an international nature, from having practised offshore for six years in Bermuda with a leading firm. He is accustomed to dealing with multi-jurisdictional issues and working alongside legal advisers from different jurisdictions.

COMMERCIAL DISPUTES

Martin has substantial experience in general commercial dispute resolution in a variety of contexts. He has acted in arbitrations and mediations. His practice has included disputes concerning:

complex commercial contractual issues
supply of goods or services
partnership
constructive/resulting trusts
accountancy issues

His work has included:

Acting in complicated proceedings arising out of a dispute over the beneficial ownership of shares and investment properties. The proceedings included claims to possession of commercial premises, a declaration that a lease was a sham, declarations as to the beneficial ownership of properties on the basis of resulting trusts/proprietary estoppel, an injunction to restrain a breach of a partnership agreement and declarations as to the ownership of shares.
Advising in respect of a complex dispute arising out of the termination of an outsourcing/services agreement. The dispute included questions as to the contractual standard for the provision of accounting services, including with respect to the application of accounting standards, the materiality of the alleged breaches and estoppel by convention.
Acting in a complex arbitration relating to a distribution agreement in the beverage industry under the London Court of International Arbitration rules.
Acting whilst in Bermuda in an UNCITRAL international arbitration claim for breach of an executive employment agreement seeking over USD100m in salary, share options and other benefits.
Advising in respect of a dispute concerning the manufacture and supply of defective automated equipment which included issues as to existence and breach of collateral warranties arising from representations as to efficiency and reliability made prior to the equipment being ordered.
Advising the defendant to a claim for breach of warranties in relation to the manufacture and supply of equipment. Acting for it in a successful application to dismiss the claim pursuant to Art. 25 of the Judgment Regulation 1215/2012 as a consequence of the incorporation of a jurisdiction clause in the supplier’s standard terms and conditions in favour a foreign court.
Advising in relation to a multi-party proceeding concerning issues of contribution/indemnity, bailment and negligence arising from the destruction of manufacturing equipment
Acting for the claimant in a claim to restrain breach of non-competition covenants in a share sale agreement.
Acting as junior counsel in a trial of certain issues arising out of substantial insurance related litigation including issues relating to the accrual of causes of action under contractual indemnities and principles governing amendments to include statute-barred claims: Cape Distribution Ltd v Cape Intermediate Holdings plc; Cape Intermediate Holdings plc v Aviva plc [2016] EWHC 1786 (QB).
Acting whilst in Bermuda for the defendant auditors in a substantial claim for professional negligence brought by the liquidators of fund companies. The claim covered 9 audit years and six areas of audit responsibility.
Acting whilst in Bermuda in proceedings seeking damages of USD10m arising out of breaches of warranties as to the value of a life insurance business under a share sale agreement.

INSOLVENCY

Martin has considerable experience of a whole range of corporate and personal insolvency matters having acted for, or advised, insolvency practitioners, creditors and debtors from a wide variety of backgrounds. He has been described as “very bright” and providing “clear, practically-minded advice and [being] very easy to work with.”

He is experienced in:

Issues relating to, or claims in respect of, directors’ duties and transaction avoidance
Disputes over beneficial interests
Contested winding up and bankruptcy petitions
Various kinds of insolvency applications, including applications for administration orders and directions, and annulment
Advice in relation to schemes of arrangement
Cross-border insolvency or matters with an international element

His work has included:

Successfully defending an application for injunctions to restrain investors from commencing winding up proceedings. The dispute involved the enforceability of deeds of guarantees: Signature Living Hotel Ltd v Sulyok [2020] EWHC 257 (Ch); [2020] Bus. L.R. 588.
Acting in an application to annul an English bankruptcy order on the grounds that the court had no jurisdiction on the basis of the bankrupt’s foreign domicile.
Acting for a creditor in successfully modifying the stay which comes into effect upon the recognition of main proceedings under the Cross-Border Insolvency Regulations 2006. The court permitted the issue of an award in arbitration proceedings, in which the creditor claimed in excess of USD17m, in advance of any vote by creditors in relation to restructuring proceedings in Singapore: H&C S Holdings Pte Ltd v Glencore International AG [2019] EWHC 1459 (Ch).
Preparation of an application in an offshore jurisdiction for the appointment of provisional liquidators to a company which was held out as a broker in foreign exchange transactions and was promoted to investors in the Middle East. The application was made on the grounds of serious mismanagement of the company’s affairs and the need to protect the company’s funds and its creditors’ interests in a European jurisdiction.
Advising and acting for (as junior counsel) the Foreign Representative under the Cross-Border Insolvency Regulations 2006 in respect of a Caribbean property development company including at the trial of an application for the determination of security and proprietary rights over the company’s funds of approximately £7.8m: Glasgow (the bankruptcy trustee of Harlequin Property SVG Ltd) v ELS Law Ltd and others (Bar Council of England and Wales intervening) [2017] EWHC 3004 (Ch).
Advising in relation to English law issues arising out of a long running liquidation in Australia and complex substantial litigation on foot before the Western Australia Supreme Court.
Acting while in Bermuda for a consortium of European banks in their enforcement of US$74 million in loans outstanding under a facility with a Bermuda company, secured by intellectual property rights in films and leading to the appointment of joint provisional liquidators and proceedings under Chapters 15 of the US Bankruptcy Code.
Acting while in Bermuda for the liquidators of a substantial fund involving major US bank counterparties and advising in relation to their administration of the estate including the implementation of a Scheme of Arrangement, the avoidance of transactions and the adjudication of claims governed by ISDA documentation.

INTERNATIONAL

Martin is very familiar with cross-border matters, particularly from his time offshore. He has worked alongside advisors from different jurisdictions, including leading firms in London, New York, Australia, Singapore and Hong Kong. This gives him a valuable understanding of the challenges facing clients and their foreign advisors in cross-border contexts. While practicing in Bermuda, Martin advised on high value corporate transactions and schemes of arrangement in addition to his practice in the areas of commercial litigation, company and shareholder disputes and insolvency. He was also ranked as a “Leader in his Field” by Chambers Global 2015 and described as “thoughtful with a good understanding of complex issues.”

Martin contributes to Insolvency Litigation: A Practical Guide, Sweet & Maxwell, (2nd ed) in relation to Cross-Border issues.

His work has included:

Preparation of an application in an offshore jurisdiction for the appointment of provisional liquidators to a company which was held out as a broker in foreign exchange transactions and was promoted to investors in the Middle East. The application was made on the grounds of serious mismanagement of the company’s affairs and the need to protect the company’s funds and its creditors’ interests in a European jurisdiction.
Acting for a creditor in successfully modifying the stay which comes into effect upon the recognition of main proceedings under the Cross-Border Insolvency Regulations 2006. The court permitted the issue of an award in arbitration proceedings, in which the creditor claimed in excess of USD17m, in advance of any vote by creditors in relation to restructuring proceedings in Singapore: H&C S Holdings Pte Ltd v Glencore International AG [2019] EWHC 1459 (Ch).
Advising and acting for (as junior counsel) the Foreign Representative under the Cross-Border Insolvency Regulations 2006 in respect of a Caribbean property development company including at the trial of an application for the determination of security and proprietary rights over funds of approximately £7.8m: Glasgow (the bankruptcy trustee of Harlequin Property SVG Ltd) v ELS Law Ltd and others (Bar Council of England and Wales intervening) [2017] EWHC 3004 (Ch).
Advising in relation to English law issues arising out of a long running liquidation in Australia and complex substantial litigation on foot before the Western Australia Supreme Court.
Acting while in Bermuda for a consortium of European banks in their enforcement of US$74 million in loans outstanding under a facility with a Bermuda company, secured by intellectual property rights in films and leading to the appointment of joint provisional liquidators and proceedings under Chapters 15 of the US Bankruptcy Code.
Acting while in Bermuda for the liquidators of a substantial fund involving major US bank counterparties and advising in relation to their administration of the estate including the implementation of a Scheme of Arrangement, the avoidance of transactions and the adjudication of claims governed by ISDA documentation.
Acting while in Bermuda for a US hedge fund/minority shareholder in a minority oppression (i.e., unfair prejudice) claim in relation to a Singapore publicly listed company. The claim concerned the Company’s entry into a licence agreement which permitted a third party to use the Company’s business to continue to supply materials to another company in the group. The transaction was a response to minority shareholders exercising a veto under the listing rules preventing interested party transactions.
Acting while in Bermuda for the claimant in a UNCITRAL international arbitration claim for breach of an executive employment agreement seeking over USD100m in salary, share options and other benefits.
Advising, while in Bermuda, a major Brazilian bio-fuels group of companies in the restructuring of USD150million of New York law governed senior convertible notes including the preparation and implementation of a Scheme of Arrangement in conjunction with Brazilian restructuring proceedings. The transaction involved the exchange of interests in the notes of the Bermudan entity for convertible notes in the Brazilian entity of the group. Advising in conjunction with New York attorneys.
Advising, while in Bermuda, a multinational satellite operator in the restructuring of USD425million of claims including the preparation and implementation of a Scheme of Arrangement in conjunction with restructuring proceedings under Chapter 11 of the US Bankruptcy Code. The restructuring involved the compromise of senior secured notes and senior secured loans. Advising in conjunction with New York attorneys.

Martin Ouwehand

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