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ARTICLE · 11 AUGUST 2026

Privilege And Shareholders’ Rights In Ireland

William Fry LLP
William Fry LLP
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William Fry LLP

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The Irish High Court has addressed a fundamental question about legal advice privilege in corporate law: can a company assert privilege against its own shareholders? This decision examines the controversial 'shareholder rule' and its compatibility with the principle of separate legal personality established in Salomon v Salomon, following the Privy Council's recent rejection of this rule in England and Wales.

IrelandCorporate/Commercial Law
Fergus Doorly
Fergus Doorly
Gail Nohilly
Gail Nohilly
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A recent decision of the Irish High Court (Court) addressed legal advice privilege as it applies between a company and its shareholders under Irish law.

The matter came before Mr Justice Michael Quinn, in Globoforce Group plc t/a Workhuman v Luxembourg Investment Company 276 SARL [2026] IEHC 397, in the context of the defendants’ application for inspection of documents in a discovery application, over which the plaintiff company claimed privilege. The decision addresses a question that remained unresolved under Irish law, namely, whether a company can assert legal advice privilege against a shareholder.

The decision is particularly notable as it follows a Privy Council decision in Jardine Strategic Limited v Oasis Investments II Master Fund Limited [2025] AC 1558 (Jardine), which held that the shareholder rule should not be recognised in England and Wales. The shareholder rule is commonly understood to mean that a company has no right to assert legal advice privilege against a

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