David Lascelles

Barrister

Head of Company Law Group

Call: 2003; 2026 (BVI)

Custom PDF

Overview

David Lascelles is a commercial barrister whose core practice is share and business sale disputes, shareholder disputes and urgent business-protection injunctions. He acts in contentious M&A and company litigation, including SPA warranty and indemnity claims, fraud and misrepresentation, notice disputes, earn-outs, deferred consideration and expert determinations.   He is regularly instructed in heavyweight High Court litigation where careful analysis and fast strategic judgment are required, including injunctions concerning restrictive covenants, confidential information, directors’ duties and business-critical transactions.

Recent work includes securing the strike-out of multi-million-pound directors’ duties claims, obtaining summary judgment in complex shareholder litigation, and acting in substantial SPA, good-leaver/bad-leaver and business-protection disputes for shareholders, employers, directors and senior executives.  David is ranked by Chambers & Partners and The Legal 500 independent guides as a leading company and commercial litigator, including Tier 1 in Company.

Expertise

Share & Business Sale Disputes (SPA / M&A)

David’s core practice is contentious M&A: disputes arising out of share purchase agreements and business sale agreements.

David acts for buyers and sellers in warranty and indemnity claims, fraud and misrepresentation disputes, disclosure and notice issues, completion accounts, non-compete and other restrictive covenant claims, earn-outs, deferred consideration and expert determinations.   He has particular expertise in handling disputes involving complex legal, factual and accounting issues.

‘Exceptionally bright, even amongst very sharp peers, he has a unique blend of street smarts and book smarts, which makes him a formidable barrister and a delight to work with.’  Legal 500 – Tier 1

“David is incredibly talented. He is a superb advocate who finds solutions to very knotty problems.” Chambers & Partners

  • HQO Inc v TVDB BV & others – acted in a US$14 million earn-out and share sale dispute involving rectification and challenges to an expert determination based on alleged manifest error and material departures from instructions
  • Pennon plc v Cutts – represented sellers of recycling plant businesses in multi-million-pound breach of warranty claims; obtained strike out for failure to provide compliant notification of claim
  • Ivy Technology v Martin (led) – acted in an online gambling business sale dispute involving fraud, agency and contractual construction issues in Commercial Court and Court of Appeal; the case is cited in leading practitioner texts on commercial fraud, contractual construction, agency and tortious liability
  • Arani v Cordic Group Ltd (led) – acted for sellers in £22m SPA dispute over sale of taxi app, dramatically narrowing quantum at trial
  • Petch v Thurston Holdings Ltd — acted for the sellers in a £2.7 million share sale dispute concerning deferred consideration, bad-leaver provisions, allegations of fraud and complex accounting issues.
  • HB1 Fund LP v Dynamic Procurement – acted for former shareholders in £4m anti-embarrassment clause claim relating to sale of software company
  • Illien v Daimler UK plc – acted for buyers, Daimler, in deferred consideration claims regarding sale of high-performance engine business
  • FKI Engineering v DeWind (led) – €40m breach of warranties share‑sale dispute in alternative energy sector before the Commercial Court and Court of Appeal
Shareholder Disputes, Directors’ Duties Claims and LLP Disputes

David acts in shareholder, director and LLP disputes, including unfair prejudice petitions, breaches of fiduciary duty and claims under articles of association, shareholder and LLP agreements.

David has significant expertise in good-leaver/bad-leaver, drag-along and tag-along disputes, and other claims concerning compulsory transfer provisions. He works closely with clients to achieve commercially effective outcomes in such disputes.

Chambers & Partners describes David as “incredibly bright and excellent when it comes to shareholder disputes” and “very strong on shareholder and partner disputes and unfair prejudice claims.”

The Legal 500 describes him as “a master at marshalling material and getting to grips with complex and technical fact patterns.  His written work and oral advocacy are top notch.”

  • JMW Solicitors & ors v Injury Lawyers 4U & ors – lead counsel for the successful defendant shareholders and directors in a multi-million-pound dispute over control of a leading personal-injury referral company, securing summary judgment, resisting an amendment application and defeating an appeal to the Court of Appeal.
  • Halabi v Suntera Trustee & ors (Jersey; with Ogier) – sole UK counsel for former directors and a former corporate trustee in €55 million Jersey litigation arising from the sale of a Bordeaux wine château, involving fiduciary duty allegations; the claims were struck out in 2025 and the appeal resisted.
  • Simpkin v Berkeley Group plc (led) – acted for FTSE 100 home builder in high-value “bad leaver” claim about remuneration committee discretion on exceptionally high-value options and bonus.
  • Sports Direct v House of Fraser (led) – represented majority shareholder in high-street department store chain in unfair prejudice petition.
  • Pamplona Strategic Investments v ISAM (led) – acted for minority shareholder in hedge-fund management company with US$3 billion assets under management alleging misuse of drag-along provisions.
Business Protection and Injunctions

David acts in business-critical High Court disputes involving former directors, shareholders, LLP members, employees and business associates.

His work includes claims concerning breaches of duty, misuse of confidential information, restrictive covenants, corporate control, and the termination of important commercial agreements.

He has particular experience of urgent injunctions, including non-compete, non-dealing and non-poach injunctions, springboard relief, delivery-up and imaging orders, freezing and disclosure orders, and other protective relief designed to preserve or alter corporate control before trial.

 

“Very able, user-friendly and incredibly bright”
Chambers & Partners

“David Lascelles is outstanding. He is ready to engage in forensic discussions and can provide insights that no one else has thought of. The clients massively appreciate that.”
Chambers & Partners

  • Taxo.ai v Tahir – acted for a San Francisco AI health-tech start-up in urgent injunctive proceedings against its co-founder and Chief Technology Officer, obtaining delivery-up, disclosure and non-use relief to protect proprietary software and control of core online systems.
  • A Co v B Co & C shareholder (names anonymised; led) – acted for majority shareholders in a major tourist attraction in successfully overturning interim injunction preventing completion of a US$100 million share sale.
  • Xeinadin v Jarrett – acted for nationwide accountancy firm in claims against former senior accountant for breach of duty and restrictive covenants.
  • Amberside Energy v Ahmed – acted for the new employer in renewable-energy sector dispute involving alleged misuse of confidential information and critical digital business assets, resisting wide-ranging interim relief.
  • Gymshark v Massiah – represented fashion apparel business Gymshark in urgent restrictive covenant dispute against elite athlete influencer.
  • Findmyclaims.com Ltd v Howe — acted in a company-control dispute concerning the legality of company meetings and injunctive relief to prevent alleged board hijack.
  • Graphene S17 LLC v Pinl & Others – acted for majority shareholders in a global security company in injunction claim relating to composition of the board.
  • Ranbaxy v Flynn Pharma (led) – acted for pharmaceutical distributor seeking interim relief to prevent wrongful termination of distribution agreement.
Civil Fraud

 David regularly acts in commercial fraud disputes, often involving multiple corporate and individual defendants.

His work commonly requires detailed analysis of complex accounting and financial issues, including cases where the documentary and forensic detail is central to the outcome.

A significant part of this work overlaps with his share and business sale practice, including allegations of fraudulent warranties, dishonest non-disclosure, secret commissions and diversion of corporate opportunities.

“David’s ability to cut through huge volumes of documents and identify the key issues is impressive.”
Chambers & Partners

“A great team player, and always prepared to get his hands dirty and help out those instructing him even at short notice.”
Legal 500

  • Cohen v Dennison (led) – represented partners of major regional solicitors’ firm bringing multi-million-pound claims of fraud, breach of fiduciary and contrac­tual duties, conspiracy and dishonest assistance against their former partner and his business associates in relation to his other secret and conflicting business interests.
  • Galliard Homes v Cassells – acted for purchaser of block of residential properties avoiding the contracts due to the payment of secret commission to his agent.
  • KBC Lease (UK) Ltd v Total Asset Limited (led) – represented MD of corporate finance company in £130 million claims of fraud, bribery and conspiracy in relation to an alleged Ponzi scheme.
  • Arab v Merchantbridge (led) – acted for vendor of shares in a US$31 million fraud claim relating to Iraqi mobile phone licence including at successful summary judgment application and 5-day trial.
  • DAS UK v Asplin (led) – represented leading insurance company against its former CEO and 7 co-defendants in £10 million fraud dispute.
  • GDS Group v NCR Group (led) – acted for display manufacturers in successful multi-million-pound claims arising from deliberately false customer forecasts.

For share sale fraud cases, please also see David’s featured case list under Share and Business Sale practice heading.

Senior Executive and High Court Employment Disputes

David specialises in senior-executive disputes at the intersection of employment, company and commercial law, including high-value bonus, LTIP and share option claims, wrongful dismissal, and breach of duty claims.

He is also frequently instructed in connected disputes involving directors’ duties, shareholder rights, good-leaver / bad-leaver provisions, restrictive covenants, confidential information and urgent injunctive relief (see also under other practice areas within this CV).

“Incredibly bright, very responsive, very personable and affable, able to articulate complex issues in a very user-friendly way to clients.”
Legal 500

“Very clever, very clear in his advice and willing to go the extra mile. He’s superb.”
Chambers & Partners

  • Taxo.ai v Tahir – acted for a San Francisco AI health-tech start-up in urgent injunctive proceedings against its co-founder, shareholder and Chief Technology Officer, obtaining delivery-up, disclosure and non-use relief to protect proprietary software and control of core online systems.
  • Goodman v TIM – acted for CEO of a litigation funding business obtaining US$40m judgment in wrongful dismissal and bonus claim.
  • Simpkin v Berkeley Group plc (led) – represented FTSE-listed house-builder, Berkeley Group plc, in high-value challenge to Board’s exercise of discretion to refuse leaver’s vesting under share and bonus schemes.
  • Huntington v Imagine Group (led) – acted for financial institution CEO in Commercial Court trial and then Court of Appeal in one of highest-value wrongful dismissal and bonus disputes ever litigated.
  • ERT v Daley(led) – acted for the CEO of a Kyrgyz woollen mill business in Court of Appeal proceedings concerning the scope of contractual and fiduciary duties owed by a senior employee.

For restrictive covenant and injunctive work, see also David’s experience under the Business Protection and Injunctions tab.

General Commercial Litigation

David’s wider commercial practice sees him acting in high-value contractual disputes, including distribution, franchise, joint venture, telecoms, termination, commission and finders’ fee claims.

His disputes often involve multiple jurisdictions and complex issues of breach, causation and loss.

“Extremely thorough, bright and commercial minded. A go to junior for corporate and commercial disputes. Someone you really want on your team for heavyweight and complex disputes. Works incredibly well with legal teams and lay clients.”
Legal 500

“David is all over the detail of every case and provides clear and sensible advice on risk and strategy. His input to cases makes a real difference to achieving positive outcomes.”
Chambers & Partners

  • Brown v Candy – acted for Nick Candy and Candy & Candy in successfully striking out a £1.5 billion claim concerning an alleged agreement to sell a One Hyde Park penthouse; also instructed by same parties and Holly Vallance Candy in subsequent high-value proceedings concerning the same alleged matters.
  • Vectone v EE – acted for EE in a wholesale telecoms dispute arising from termination of a mobile services agreement affecting thousands of customers and involving alleged multi-million-pound losses.
  • SLC v Nuffield Health – represented Nuffield Health in defending multi-million-pound claims arising from a failed laser and cosmetic surgery joint venture where David succeeded in having the proceedings struck out.
  • Explosive Learning Solutions v Landmarc — acted for a military consultancy in £7 million Commercial Court dispute concerning services provided to the UAE armed forces.
  • Isis v Investec (led) – represented multiple high-net-worth investors in multi-jurisdictional dispute arising from the sale of Somerfield plc and the collapse of Kaupthing Bank.
  • Mercedes-Benz v Derwent Vehicles – acted for Mercedes-Benz in a claim for a declaration that it validly terminated 18 car dealerships.
  • Sax v Tchernoy (led) – represented Russian oligarch in successfully contesting jurisdiction and defeating a US$50 million claim regarding proposed Italian resort development.

What the directories say

  • “David is an intellectual and strategic powerhouse.”  Legal 500 2027
  • “An outstanding and persuasive advocate who is extremely clever, hardworking and insightful.”  Chambers & Partners 2027
  • “David has a fantastic ability to cut through the noise, assimilate the facts, and provide pragmatic, highly commercial advice in even the most emotive and volatile disputes” Legal 500 2027
  •  “David is a true all-rounder who is fantastic and very client-friendly.”   Chambers & Partners 2027
  • “David Lascelles is always super helpful and responsive.  Clients really like him as he is down to earth and someone who offers pragmatic and sensible commercial advice.” Chambers & Partners 2026
  • “David Lascelles is outstanding. He is ready to engage in forensic discussions and can provide insights that no one else has thought of. The clients massively appreciate that.” Chambers & Partners 2026
  • “David is incredibly talented. He is a superb advocate, who finds solutions to very knotty problems.” Chambers & Partners 2026
  • “David is an outstanding barrister, who never misses a detail and is a delight to deal with.” Chambers & Partners 2025
  • “David is simply brilliant – very bright and great with clients. He reads the situation and opponents well, and devises great strategies as a result.” Legal 500 2025
  • ‘Exceptionally bright, even amongst very sharp peers, he has a unique blend of street smarts and book smarts, which makes him a formidable barrister and a delight to work with.’ Legal 500 2025

Footer