February 20, 2026
A liquidator claimed that set-off arrangements between companies constituted unlawful financial assistance under s151 Companies Act 1985 for acquiring shares. The Court of Appeal held no financial assistance was given as the purchaser, being an assignee of secured loans, was merely enforcing its existing security rights rather than receiving assistance...
February 20, 2026
Directors of an insolvent groundworks company sought an administration order to facilitate a pre-packaged sale to a connected party. The court refused to make an immediate order due to wholly inadequate marketing (only 48 hours) and insufficient compliance with SIP 16 requirements, adjourning for further evidence. Facts Moss Groundworks Limited...
February 20, 2026
The liquidators of BCCI sought contribution from Bank of India under section 213 Insolvency Act 1986 for fraudulent trading. The central issue was whether Mr Samant's blind-eye knowledge of BCCI's fraud could be attributed to Bank of India. The Court of Appeal upheld the finding that Bank of India was...
February 20, 2026
Executive directors Ronald and Emma Sinclair were dismissed by non-executive directors for alleged unacceptable conduct. They sought interim injunctions to restore them to employment and directorships, and permission to continue a derivative claim. The court refused both the injunctive relief and permission to continue the derivative action, but allowed joinder...
February 20, 2026
Mr Hale, a 42% shareholder in Metropolis Motorcycles Limited, petitioned under section 459 Companies Act 1985 alleging unfair prejudice through exclusion from management and profits after the partnership business was incorporated. The court dismissed the petition, finding Mr Hale had agreed to withdraw from active participation and the changed financial...
February 20, 2026
Employees of Meridian used company funds to acquire shares in a New Zealand company without board knowledge, triggering disclosure requirements. The Privy Council held that the employees' knowledge was attributable to the company. This case established that rules of attribution must be tailored to the particular statutory purpose. Facts In...
February 20, 2026
MSIL's liquidators sued former directors and Mrs Kohn over payments made by the London subsidiary of Bernard Madoff's business. The court dismissed all claims, finding directors acted honestly and reasonably, payments were funded by BLMIS making them cash neutral, and Mrs Kohn was not dishonest in receiving payments for legitimate...
February 20, 2026
Lexi Holdings, a bridging finance company, had £59.6 million misappropriated by its managing director Shaid Luqman. The Court of Appeal held that his sisters Monuza and Zaurian, as directors, were liable for losses caused by their total inactivity, as they failed to inform fellow directors of Shaid's criminal convictions and...
February 20, 2026
Majority shareholders holding 75% of shares petitioned under s.459 Companies Act 1985 to compel minority shareholder to sell his 25% stake after his dismissal as employee and director. The Court of Appeal held that s.459 is designed to protect minorities from abuse by those in control, not to enable majority...
February 20, 2026
A minority shareholder sought permission to continue a derivative claim against directors for allegedly diverting a business opportunity (La Senza acquisition) to a company owned by the majority shareholder. Permission was refused as the court found the claim lacked sufficient merit, independent committees opposed it, and alternative unfair prejudice remedies...
February 20, 2026
The Official Receiver sought disqualification orders against eight former directors and the CEO of Kids Company, a children's charity that collapsed in 2015. The single allegation was that they operated an unsustainable business model. The court dismissed all claims, finding the trustees acted honestly and within a reasonable range of...
February 20, 2026
Mr Johnson, who conducted business through his company Westway Homes Limited, sued solicitors Gore Wood & Co. for professional negligence, claiming personal losses arising from their negligent handling of a property option. The House of Lords held his personal action was not an abuse of process despite the company having...
February 20, 2026
A company in liquidation sought to recover unlawful dividends paid to director-shareholders when there were no profits available for distribution. The Court of Appeal held that shareholders are liable under section 277(1) Companies Act 1985 if they knew the facts constituting the contravention, regardless of whether they knew the legal...
February 20, 2026
Mr Pyke, a director excluded from company management after suffering a stroke, set up a competing business with his former company's main customer. The Court of Appeal held he did not breach fiduciary duty because his exclusion from all company affairs meant his directorship was nominal, eliminating any conflict of...
February 20, 2026
Shareholders sought permission to continue a derivative claim against directors alleging breach of duty in accepting rescission of share sale agreements and failing to assert beneficial ownership of mining licences. The court refused permission for most claims but adjourned consideration of the trust claim, directing the board to reconsider its...
February 20, 2026
The Court of Appeal consolidated six appeals concerning wasted costs orders against legal representatives. The court provided comprehensive guidance on when solicitors and barristers may be ordered to pay costs personally due to improper, unreasonable or negligent conduct under section 51 of the Supreme Court Act 1981. Facts Six appeals...
February 20, 2026
Property owners granted leases of unoccupied commercial properties to shell companies (SPVs) solely to avoid business rates liability. The SPVs were then dissolved or placed in liquidation. The Supreme Court held that the rating legislation should be interpreted purposively, meaning the SPVs did not become 'owners' for rates purposes as...
February 20, 2026
Mr Barton, a leaseholder and member of a management company, requested to inspect the register of members to contact fellow members about removing directors and the managing agent. The company sought a direction not to comply. The Court of Appeal held the request was for a proper purpose, as challenging...
February 19, 2026
Context and significance The case is the classic authority on: Lord Langdale MR states the now-famous rule that where you try to derive a trust from precatory language, there must be: Modern textbooks repackage this as: certainty of intention, certainty of subject matter, and certainty of objects. On the facts,...
February 19, 2026
A trustee held a lease of market profits for an infant beneficiary. When the lessor refused to renew for the infant, the trustee obtained the lease himself. The court held he must assign it to the infant and account for profits, establishing the strict 'no profit' rule for fiduciaries. Facts...
February 19, 2026
Two boys aged 11 and 12 set fire to newspapers in a shop yard, causing £1m damage when the fire spread unexpectedly. They were convicted of arson under the Criminal Damage Act 1971 based on objective recklessness. The House of Lords overruled R v Caldwell, restoring subjective recklessness requiring actual...
February 19, 2026
During World War II, a landlord agreed to reduce rent on flats that became difficult to let. After the war ended, the landlord sought to recover full rent. The court held that the promise to accept reduced rent was binding during the war period, establishing the doctrine of promissory estoppel...
February 19, 2026
Anisminic Ltd claimed compensation for their Egyptian mining property sequestrated during the Suez crisis. The Foreign Compensation Commission rejected their claim. The House of Lords held that the 'ouster clause' protecting the Commission's determinations from court challenge did not protect decisions made in excess of jurisdiction, establishing that tribunals cannot...
February 19, 2026
The Prime Minister advised the Queen to prorogue Parliament for five weeks during the critical Brexit period. The Supreme Court unanimously held this advice was unlawful as it frustrated Parliament's constitutional functions without reasonable justification. The prorogation was declared null and of no effect. Facts In August 2019, Prime Minister...
February 19, 2026
Following the 2016 EU referendum, the Government sought to trigger Article 50 TEU using prerogative powers. The Supreme Court held 8-3 that an Act of Parliament was required before ministers could notify withdrawal from the EU, as the 1972 Act created domestic legal rights that could not be removed by...
May 3, 2026
National Case Law Archive
May 3, 2026
National Case Law Archive
May 3, 2026
National Case Law Archive