Antony Zacaroli QC +44 (0)20 7696 9900 antonyzacaroli
@southsquare.com


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Practice Managers
Antony Zacaroli QC

Antony Zacaroli QC Antony Zacaroli QC

Antony Zacaroli QC

QC 2006, Called to the Bar 1987
+44 (0)20 7696 9900
antonyzacaroli@southsquare.com
Antony Zacaroli QC
QC 2006, Called to the Bar 1987

Antony has a broad commercial litigation practice, and specialises in all aspects of domestic and international insolvency and restructuring, as well as banking, company and financial services law.

He has appeared in many of the leading insolvency cases over the last two decades, and has extensive experience of heavy and complex commercial court trials.  He is regularly instructed on cross-border insolvency matters, both in England and in the courts of various offshore jurisdictions. 

Antony has provided expert reports on matters of English insolvency law, Cayman company law and the interpretation of ISDA agreements for proceedings in Iceland, Italy, France, Germany, Switzerland and the United States.

He is recommended as a Leading Silk in six practice areas in Chambers & Partners (2014) - “Appreciated for his outstanding work ethic, commercial acumen and unquestionable intellect. He is frequently involved in market-leading cases, especially those with cross-border elements”), and five areas in the Legal 500 (2013).

AREAS OF PRACTICE

Insolvency and Restructuring

Antony has been instructed in connection with most of the major insolvencies and restructurings since 1990.  Recently, he has worked extensively on the insolvencies of MF Global UK, Lehman Brothers and the Irish Bank Resolution Corporation.  Other significant domestic and cross-border restructurings in which Antony has been instructed include Co-operative Bank, Yell, Deutsche Annington, Arcapita Bank, Stanford International Bank, Wind Hellas, European Directories, Four Seasons, TXU, Enron, British Energy, Railtrack, Metronet, Global Crossing, Marconi, Federal Mogul (T&N), Schefenacker, Barings, Polly Peck, BCCI, Maxwell, Bell Lines and Cenargo.

Recent cases include:

  • Hunt v Hosking [2013] EWCA Civ 1408 (CA), transaction at an undervalue
  • Re MF Global [2013] EWHC 2556 (Ch), retained by special administrators on application to determine nature and extent of clients’ shortfall claims against insolvent estate
  • Re MF Global [2013] EWHC 1655 (Ch), valuation of client’s shortfall claims against insolvent estate); and valuation of client
  • Re Games Station [2013] EWHC 2171 (Ch); and Leisure (Norwich) v Luminar Lava Ignite [2012] BCC 497, rent as an administration expense
  • Re Lehman Brothers International Europe [2012] 1 BCLC 487 (SC), representing clients with segregated client money in application concerning entitlement to client money trust fund
  • Mayhew v King [2011] EWCA Civ 328, anti-deprivation principle
  • Picard v FIM Advisers [2010] EWHC 1299 (Ch), disclosure/Cross-Border Insolvency Regulations
  • Re Stanford International Bank [2009] EWHC 1441, cross-border recognition of Antiguan appointed liquidators
  • Re Lehman Brothers International Europe [2009] EWCA (Civ) 1161, jurisdiction concerning scheme of arrangement for client assets
  • Tucker v Gold Fields Mining [2009] EWCA Civ 173, interpretation of clause in CVA of TXU barring late claims
  • Vivendi v Elektrim [2009] 1 All ER (Comm) 244, EC Insolvency Regulation/stay of arbitration proceedings
  • Re Metronet Rail BCV [2008] 1 BCLC 760 (Ch), validity of transfer scheme in PPP Administration of Metronet Rail
  • North Atlantic Insurance v Nationwide General Insurance [2004] EWCA Civ 449, priority dispute between members of 1960’s insurance pool to proceeds of reinsurances on insolvency of pool members
  • Re N T Gallagher [2002] 1 WLR 2380 (CA), validity of trusts created by CVA in subsequent liquidation
  • Re Barings (ChD, 2001 and Singapore Court of Appeal, 2002), acting for Singapore auditors of Barings PLC in various applications relating to the liquidation of Barings in England and in connection with proceedings in the High Court and Court of Appeal in Singapore

Banking and Finance

Antony has extensive experience of banking and financial matters and is regularly instructed in connection with the interpretation of international financial documentation, in particular the ISDA Master Agreement.  He was instructed by ISDA to intervene in four conjoined appeals before the Court of Appeal concerning the interpretation of the ISDA Master Agreement.

Recent work includes representing counterparties, and providing expert evidence of English law for foreign proceedings, in connection with disputes concerning close-out of transactions arising out of the collapse of Kaupthing, Landsbanki and Glitnir banks, and Lehman Brothers.

Recent cases include:

  • Re MF Global UK [2013] 1 WLR 903, interpretation of Global Master Repurchase Agreement
  • Lomas v JRB Firth Rixson [2012] EWCA Civ 419 (CA), interpretation of ISDA Master Agreement/anti-deprivation principle
  • LB RE Financing No 3 v Excalibur Funding No 1 [2011] EWHC 2111 (Ch), interpretation of provisions of securitisation trust deed
  • HHY Luxembourg v Barclays Bank (European Directories) [2011] 1 BCLC 336, interpretation of release provisions in intercreditor agreement
  • Re Golden Key [2009] EWCA Civ 636, rights of priority to assets of structured investment vehicle
  • Burdale Financial v Agilo Master Fund [2008] EWHC 1103 (ChD), trial of preliminary issue concerning construction of an intercreditor deed

Commercial Litigation and Arbitration

Antony has many years’ experience of large-scale commercial litigation.  He has represented Sheikh Al Fahad in the trial of a fraud claim by the Kuwait Investment Office, boxing promoter Frank Warren in a dispute with Don King over rights to boxers, National Westminster Bank in the trial of a claim involving fraud, breach of fiduciary duty and contract brought by Rabobank, in England and California over an eight year period, Royal Bank of Scotland in a trial of a claim in deceit and misrepresentation brought by Raiffeisen Zentralbank Osterreich, and Snoras Bank (Lithuania) in a fraud claim brought against its former owners and officers.

In recent months he has been instructed in an arbitration of a dispute relating to Ukrainian iron mining, and a commercial court claim relating to royalty rights of an iron mine in Sierra Leone.

Commercial cases include:

  • Akcine Bendrove Bankas Snoras v Antonov [2013] EWHC 131 (Comm), representing claimant bank in €500m fraud claim against former officers and shareholders. Worldwide freezing order/asset disclosure and self-incrimination in context of pending foreign criminal proceedings
  • Citigroup Global Markets v Amatra Leveraged Feeder Holdings [2012] EWHC 1331 (Comm), jurisdiction challenge;stay of proceedings in context of option transactions pursuant to ISDA Master Agreement
  • Raiffeisen Zentralbank Osterreich v Royal Bank of Scotland [2010] EWHC 1392 (Comm), appeared for Royal Bank of Scotland in commercial court trial of claims by Raiffeisen Zentralbank Osterreich concerning alleged deceit and misrepresentation in connection with syndication of structured finance facilities to Enron
  • Acting for UK bank in breach of warranty claim arising out of mis-selling of PPI
  • Representing owners of Ukrainian Iron Mining business in arbitration over acquisition of mine
  • Representing former owners of Sierra Leone iron mine, in commercial court proceedings to recover royalties on iron ore sales
  • National Westminster Bank v Rabobank Nederland [2007] EWHC 1056 (Comm), sixth month commercial court trial of claims in deceit, misrepresentation and breach of fiduciary arising from work-out of syndicated loan to Californian food group; Indemnity costs  [2008] 1 All ER (Comm) 243; costs of defending parallel Californian proceedings as damages  [2008] 1 Lloyds Rep 16
  • Berry Trade v Moussavi[2004] EWHC 49 (Comm), summary judgment in claim for damages for usurpation under Iranian Law arising out of trans-Iranian oil transportation project; appeal to the Court of Appeal relating to privilege in without prejudice discussions [2003] EWCA Civ 715
  • Bank of Scotland v Henry Butcher [2003] EWCA Civ 63, trial, and appeal, of  claim concerning construction and validity of guarantee contained in partnership deed
  • Campbell v Crabtree[2001] All ER (D) 81, trial of action against LPA receivers alleging breach of duty and sale at undervalue
  • Grupo Torras v Al Sabah [1999] CLC 1469, fraud claims relating to misappropriation of funds belonging to Kuwaiti Investment Agency at time of first Gulf war
  • Don King Productions v Frank Warren [1998] 2 All ER 607, trial of dispute concerning partnership between Don King and Frank Warren relating to boxing contracts, and the creation of a trust of the benefit of a non-assignable contract

Company

Antony is regularly instructed to advise on directors’ duties, shareholders’ disputes and interpretation of corporate constitutional documents.  He has been involved in many complex domestic and cross-border schemes of arrangement.

Recent cases include:

  • Lehman Commercial Mortgage v Gatedale [2012] EWHC 848 (ChD), financial assistance and validity of third party charge
  • Leedon v Hurry [2011] 1 BCLC 580 (PC), validity of right of first refusal in company’s articles
  • Advising on potential claims against directors for breach of duty arising from acquisition of freehold interest of property leased to the company
  • Providing expert evidence for New York arbitration on aspects of Cayman company law
  • Titan Oil Storage Investment, advising on articles of association of BVI company, in context of appointment of provisional liquidators
  • IFM Global Investments, advising on issues of Cayman company law relating to winding-up on just and equitable grounds

International and Offshore

Antony has extensive experience of advising on insolvency, commercial and company related matters in many offshore jurisdictions, including Hong Kong, Singapore, British Virgin Islands, Cayman Islands and Bahamas.  He is called to the bar of the British Virgin Islands, Cayman Islands (for specific cases) and Bahamas (for specific cases).

Recent offshore cases include:

  • Arcapita Bank (2013), representing debtors in possession before the Grand Court in Cayman, on applications to recognise US Chapter 11 plan of reorganisation in respect of Cayman holding company of Bahrain banking group
  • Mountain Sky Resources Holdings v Mountain Sky Resources (Mongolia) (2013), instructed to resist application for injunction before Eastern Caribbean Supreme Court in British Virgin Islands to restrain transaction involving iron mine in Mongolia and coal mine in China
  • IFM Global Investments (2012), just and equitable winding-up petition in Cayman
  • SAAD Investments (2012), application in Cayman for leave to commence proceedings against company in liquidation
  • Titan Group Investment (2012), instructed to appear in Eastern Caribbean Supreme Court in BVI, on application to appoint provisional liquidators over BVI holding company of PRC petroleum storage group, and on subsequent winding-up petition
  • Leedon v Hurry [2011] 1 BCLC 580 (PC), appeal from Mauritius concerning the interpretation of right of first refusal in constitutional documents of company
  • Re Leadenhall Bank & Trust Company (Court of Appeal of the Bahamas, December 2009), instructed on appeal concerning the validity of a default judgment obtained in Florida against a Bahamian bank in winding up in the Bahamas
  • HSBC Bank Middle East v Clarke [2006] UKPC 31, instructed in proceedings in Bahamas, and on appeal to the Privy Council, relating to liquidation of Oracle Fund, an International Business Company incorporated in the Bahamas
  • Electric Mutual Liability Insurance Company (2005), instructed in connection with Bermudan proceedings relating to winding-up of insurance company in Bermuda following its ‘flight’ from Massachusetts
  • Re Pioneer Investments (2004), British Virgin Islands and Hong Kong), instructed on application before the Supreme Court of the Eastern Caribbean (BVI) on an application for recognition of liquidators appointed in Hong Kong over a company incorporated in Macau

AWARDS AND RECOMMENDATIONS

Chambers & Partners Insolvency & Restructuring Silk of the Year 2010 
Chambers & Partners

Leading Silk in six practice areas: Insolvency & Restructuring (Starred Silk) Commercial Dispute Resolution, Banking & Financial Services, Chancery/Commercial and Company (all Band 1)

When the pressure is on he stands out - he is amazing." "He offers majestic commercial advice"
Antony combines a penetrating legal mind with a well-honed bedside manner which gains the complete confidence of his professional and lay clients
He is unsurpassed in his responsiveness and his ability to work seamlessly with the other counsel and solicitors on the team. As well as very clear and impressive written work, his advocacy is of the highest standard

Legal 500  Leading Silk in five practice areas: Banking & Finance, Commercial Litigation; Company & Partnership; Insolvency; Civil Fraud

CAREER

2013 Bencher, Middle Temple
2006 Appointed Queen’s Counsel
2004 Called to the Bar of the British Virgin Islands
1987 Called to the Bar of England and Wales

MEMBERSHIPS

Commercial Bar Association
INSOL
III
Insolvency Rules Committee
Management Committee of Bar Pro Bono Unit

PUBLICATIONS

Contributor to Mortimore, Company Directors: Duties, Liabilities and Remedies (OUP, 2009: second edition 2012)
Contributor to Payne and Gullifer, Intermediated Securities (Hart, 2010)
Contributor to Lightman & Moss, The Law of Administrators and Receivers of Companies (second to fifth edition 2012) 

EDUCATION AND QUALIFICATIONS

1986 Bachelor of Civil Law, First Class
1985 Oxford University, BA, Jurisprudence, First Class

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