DSA Investments Inc (A Company Registered Under the Laws of the British Virgin Islands) v Optima Worldwide Group PLC & Ors

DSA Investments Inc (A Company Registered Under the Laws of the British Virgin Islands) v Optima Worldwide Group PLC & Ors

There was no implied undertaking in damages arising from the 3 April 2019 order as it was a final charging order, not an interim injunction. Even if there were, BHC could not enforce it as it was not the respondent to the order and had no proprietary interest in the shares. No inquiry into BHC's alleged damages was warranted due to lack of evidence of loss or causation. The conduct of OWG and BHC in failing to comply with disclosure orders justified making them jointly and severally liable for 80% of DSA's costs on the standard basis, with no order as to GPP's costs or BHC's subrogated claim.

Parties
Claimant: DSA Investments Inc; First Defendant: Optima Worldwide Group PLC; Second Defendant: Brandon Hill Capital Limited; Third Defendant: Global Prime Partners Limited
Jurisdiction
England and Wales
Judgment Date
12 November 2020
Procedural Posture
Civil (enforcement of Judgment) / Post Judgment Enforcement, Costs Determination
Outcome
Application for inquiry into damages dismissed; costs orders made.
Legal Topics
Charging Orders, Disclosure Obligations, Costs Orders, Implied Undertaking in Damages, Subrogation, Beneficial Ownership of Shares
Civil Procedure Enforcement of Judgments Company Law Charging Orders Disclosure Obligations Costs Orders Implied Undertaking in Damages Subrogation +1 more

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Parties

DSA Investments Inc

Claimant

Optima Worldwide Group PLC

First Defendant

Brandon Hill Capital Limited

Second Defendant

Global Prime Partners Limited

Third Defendant

Procedural Posture

Civil (enforcement of Judgment) / Post Judgment Enforcement, Costs Determination

Legal Issues

  1. 1 Whether there is an implied undertaking in damages by virtue of the 3 April 2019 order
  2. 2 Whether BHC can enforce any such undertaking
  3. 3 Whether an inquiry into BHC's alleged damages should be ordered

Ratio Decidendi

There was no implied undertaking in damages arising from the 3 April 2019 order as it was a final charging order, not an interim injunction. Even if there were, BHC could not enforce it as it was not the respondent to the order and had no proprietary interest in the shares. No inquiry into BHC's alleged damages was warranted due to lack of evidence of loss or causation. The conduct of OWG and BHC in failing to comply with disclosure orders justified making them jointly and severally liable for 80% of DSA's costs on the standard basis, with no order as to GPP's costs or BHC's subrogated claim.

Court Disposition

Application for inquiry into damages dismissed; costs orders made.

Orders

  • OWG and BHC jointly and severally liable for 80% of DSA's costs (standard basis) relating to OWG and BHC, but not GPP.
  • No order as to GPP's costs; BHC's subrogated/derivative claims rejected.