Killen v Horseworld Ltd & Ors

Killen v Horseworld Ltd & Ors

The Claimant breached fiduciary duties owed to the Defendant companies by attempting to divert media interests to a company she controlled and by exploiting confidential information and business opportunities acquired during her directorship to compete directly with the Defendant companies after leaving, in violation of Sections 170 and 175 of the Companies Act 2006.

Parties
Claimant: Ms Heather Killen; First Defendant: Horseworld Ltd; Second Defendant: Horseworld (UK) Ltd; Third Defendant: Toby Vintcent; Fourth Defendant: Richard Worrall
Jurisdiction
England and Wales
Judgment Date
27 February 2012
Procedural Posture
Counterclaim / Judgment
Outcome
Counterclaim succeeds; Claimant found in breach of fiduciary duty.
Legal Topics
Directors' Fiduciary Duties, Conflict of Interest, Statutory Duties Under Companies Act 2006
Company Law Equity Directors' Fiduciary Duties Conflict of Interest Statutory Duties Under Companies Act 2006

Case Brief

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Parties

Ms Heather Killen

Claimant

Horseworld Ltd

First Defendant

Horseworld (UK) Ltd

Second Defendant

Toby Vintcent

Third Defendant

Richard Worrall

Fourth Defendant

Procedural Posture

Counterclaim / Judgment

Legal Issues

  1. 1 Whether the Claimant breached fiduciary duties owed to the Defendant companies under Companies Act 2006 by attempting to divert media interests and exploiting business opportunities after ceasing to be director
  2. 2 Whether the Claimant's actions constituted a conflict of interest under Section 175 of the Companies Act 2006

Ratio Decidendi

The Claimant breached fiduciary duties owed to the Defendant companies by attempting to divert media interests to a company she controlled and by exploiting confidential information and business opportunities acquired during her directorship to compete directly with the Defendant companies after leaving, in violation of Sections 170 and 175 of the Companies Act 2006.

Court Disposition

Counterclaim succeeds; Claimant found in breach of fiduciary duty.

Orders

  • Declaration that both BVI companies are property of the First Defendant.
  • Claimant to deliver up statutory books and books of account of both BVI companies to the First Defendant.