Manolete Partners PLC v Norman Freed & Ors

Manolete Partners PLC v Norman Freed & Ors

Payments by JRGL to KPL and AGL were made in breach of directors' duties, constituted transactions at an undervalue and preferences under the Insolvency Act 1986, and were received with knowledge by connected parties. Recovery is not limited to the shortfall in the administration; full repayment is ordered.

Parties
Claimant/applicant: Manolete Partners PLC; Defendant/respondent: Norman Freed; Defendant/respondent: Key People Limited; Defendant/respondent: Achieva Group Limited
Jurisdiction
England and Wales
Judgment Date
03 June 2025
Procedural Posture
Civil (insolvency, Companies) / Final Judgment After Trial
Outcome
Judgment for claimant; defendants found liable for breach of duty, transactions at an undervalue, preferences, and knowing receipt.
Legal Topics
Directors' Duties, Transactions at an Undervalue, Preferences, Knowing Receipt, Assignment of Claims, Remedy Limitation, Ratification, Relief From Breach of Duty
Insolvency Company Law Equity Directors' Duties Transactions at an Undervalue Preferences Knowing Receipt Assignment of Claims +3 more

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Parties

Manolete Partners PLC

Claimant/applicant

Norman Freed

Defendant/respondent

Key People Limited

Defendant/respondent

Achieva Group Limited

Defendant/respondent

Procedural Posture

Civil (insolvency, Companies) / Final Judgment After Trial

Legal Issues

  1. 1 Were payments made by JRGL to KPL and AGL in breach of directors' duties?
  2. 2 Did the payments constitute transactions at an undervalue or preferences under the Insolvency Act 1986?
  3. 3 Are KPL and AGL liable for knowing receipt?

Ratio Decidendi

Payments by JRGL to KPL and AGL were made in breach of directors' duties, constituted transactions at an undervalue and preferences under the Insolvency Act 1986, and were received with knowledge by connected parties. Recovery is not limited to the shortfall in the administration; full repayment is ordered.

Court Disposition

Judgment for claimant; defendants found liable for breach of duty, transactions at an undervalue, preferences, and knowing receipt.

Orders

  • Mr Freed to pay equitable compensation of £918,590.
  • KPL jointly and severally liable with Mr Freed for £240,000.