Case summaries

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Thinc Group Ltd v Kingdom [2013] EWCA Civ 1306

A dispute over costs following litigation concerning recovery of a 'disturbance payment'. Both parties appealed the judge's costs order. The Court of Appeal dismissed both appeals, finding the judge properly exercised his discretion considering the chronology of offers, conduct of parties, and Part 36 offer implications. Facts The Claimant (Thinc...

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R v Hunter [2021] EWCA Crim 1785

Hunter and Smith operated a ticket touting business using bots and false identities to bulk-purchase tickets in breach of vendors' terms, then resold them at inflated prices on secondary websites without warning consumers of cancellation risks. Their convictions for fraudulent trading under s.993 Companies Act 2006 were upheld, establishing that...

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Queens Moat Houses plc, Re [2004] EWHC 1730 (Ch)

The Secretary of State sought disqualification of Mr Bairstow, former chairman of Queens Moat Houses plc, for approving grossly misleading financial statements overstating profits by tens of millions of pounds. Despite no dishonesty being alleged, the court found gross negligence in failing to supervise delegated accounting functions and disqualified him...

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Popely v Popely [2019] EWHC 1507 (Ch)

A double derivative action brought by John Snr's sons against their uncle Ronald, alleging he fraudulently transferred Casterbridge's assets to himself or his family's trust, depriving them of their 30% entitlement. The court dismissed all claims, finding no fraud, breach of fiduciary duty, or de facto directorship established. Facts This...

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Petrodel Resources Ltd v Prest [2013] UKSC 34

A wife sought ancillary relief following divorce, claiming properties legally owned by companies controlled by her husband. The Supreme Court held that while the corporate veil could not be pierced under general law or the Matrimonial Causes Act 1973, the properties were held on resulting trust for the husband and...

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Nectrus Ltd v UCP plc [2021] EWCA Civ 57

Nectrus sought to reopen a refusal of permission to appeal under CPR 52.30, arguing the rule against reflective loss should bar UCP's claim as an ex-shareholder. The Court of Appeal dismissed the application, holding the Supreme Court in Marex had limited the rule to current shareholders only, and Nectrus had...

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O’Neill v Phillips [1999] 1 WLR 1092

Mr O'Neill, a minority shareholder in a quasi-partnership company, petitioned under section 459 Companies Act 1985 claiming unfair prejudice when profit-sharing arrangements were terminated and promised shares not allocated. The House of Lords held no unfairness existed as no binding promises had been made, establishing key principles on legitimate expectations...

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Ntzegkoutanis v Kimionis [2023] EWCA Civ 1480

Shareholders in a cryptocurrency wallet company disputed whether unfair prejudice petition claims seeking relief for the company (compensation and constructive trust declarations) could proceed without derivative claim permission. The Court of Appeal held such claims are not barred by s.260 Companies Act 2006 and need not satisfy derivative claim requirements...

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Noble Vintners Ltd, Re [2019] EWHC 2806 (Ch)

The first compensation order case under sections 15A and 15B of the Company Directors Disqualification Act 1986. Mr Eagling, sole director of Noble Vintners Ltd, misappropriated £559,484 to his own company. He was disqualified for 15 years and ordered to pay compensation to creditors who suffered direct losses from his...

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Moss Groundworks Ltd, Re [2019] EWHC 2825 (Ch)

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...

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Morris v Bank of India [2005] EWCA Civ 693

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...

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Mission Capital plc v Sinclair [2008] EWHC 1339 (Ch)

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...

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Metropolis Motorcycles Ltd, Re [2006] EWHC 364 (Ch)

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...

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Lexi Holdings plc v Ruqman [2009] EWCA Civ 117

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...