Parry v Bartlett & Anor [2011] EWHC 3146 (Ch) (29 November 2011)

Parry v Bartlett & Anor [2011] EWHC 3146 (Ch) (29 November 2011)

Permission is granted for Mr Parry to continue the derivative claim because there is a strong prima facie case of breach of fiduciary duty by Mr Bartlett, the actions were not ratified, Mr Parry is acting in good faith, and no realistic alternative remedy exists. The company is deadlocked and Mr Bartlett can block proceedings, making this a classic case for a derivative action.

Citation
[2011] EWHC 3146 (Ch)
Parties
Claimant: Charles Parry; First Defendant: Guy Bartlett; Second Defendant: The Charles Parry Group Limited
Jurisdiction
England and Wales
Judgment Date
29 November 2011
Procedural Posture
Derivative Claim Under Companies Act 2006 / Permission Application Under Section 261
Outcome
Permission granted to continue derivative claim
Legal Topics
Derivative Claims, Breach of Fiduciary Duty, Ratification, Good Faith, Alternative Remedies
Company Law Derivative Claims Breach of Fiduciary Duty Ratification Good Faith Alternative Remedies

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Parties

Charles Parry

Claimant

Guy Bartlett

First Defendant

The Charles Parry Group Limited

Second Defendant

Procedural Posture

Derivative Claim Under Companies Act 2006 / Permission Application Under Section 261

Legal Issues

  1. 1 Whether permission should be granted to continue a derivative claim under section 261 of the Companies Act 2006
  2. 2 Whether Mr Bartlett breached fiduciary duty in dissipation of company assets
  3. 3 Whether the actions were ratified or capable of ratification

Ratio Decidendi

Permission is granted for Mr Parry to continue the derivative claim because there is a strong prima facie case of breach of fiduciary duty by Mr Bartlett, the actions were not ratified, Mr Parry is acting in good faith, and no realistic alternative remedy exists. The company is deadlocked and Mr Bartlett can block proceedings, making this a classic case for a derivative action.

Court Disposition

Permission granted to continue derivative claim

Orders

  • Permission granted under section 261 of the Companies Act 2006 for Mr Parry to continue the derivative claim on behalf of CPG