Q&As

What happens to active litigation if all the directors of the claimant company resign before it is completed?

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Produced in partnership with Chris Bryden of 4 King’s Bench Walk
Published on: 12 February 2025
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In England and Wales, a registered incorporated company has a separate legal entity to its directors and shareholders, and is able to hold property, enter into contracts, and maintain and defend legal actions. This is known as the Saloman principle following the case of Saloman v Saloman [1897] AC 22 (not reported by ½Û×ÓÊÓƵ®UK).

Companies act on a day-to-day basis through their directors. However, directors are, generally, able to resign by the giving of notice, and the model articles of association (Table A) provide at paragraph 18(f) that a person ceases to be a director as soon as notification is received by the company of that resignation. However, by section

Chris Bryden
Chris Bryden

Barrister, 4 King’s Bench Walk

Chris was called to the Bar in 2003 and since that time has built a busy practice across a range of areas, with an emphasis on Chancery practice. He enjoys a well-deserved reputation for his knowledge and expertise in each area. He appears regularly in the County Court, Family Court and the High Court as well as various specialist Tribunals, and has been involved in cases up to and including the Supreme Court. He regularly is instructed at Appellate level. He has extensive and wide-ranging experience particularly in the areas of wills, probate and inheritance disputes; property including adverse possession, boundary disputes and issues arising out of trusts of land; company and commercial work and financial remedies. Chris is head of the Family Group and head of the Property Team at 4KBW.

Chris is the author of numerous articles in publications such as the New Law Journal, Counsel and Family Law, amongst many other titles, and is the co-author of Social Media in the Workplace: A Handbook (2015, Jordan Publishing).

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