Global Gaming Ventures (Group) Ltd & Anor v Global Gaming Ventures (Holdings) Ltd & Anor [2018] EWCA Civ 68 (30 January 2018)

Global Gaming Ventures (Group) Ltd & Anor v Global Gaming Ventures (Holdings) Ltd & Anor [2018] EWCA Civ 68 (30 January 2018)

The appellants were entitled to disclosure of the requested documents under clause 5.1 of the Shareholders Agreement and as a director of Holdings. The judge erred in treating the request as made for an improper purpose and in applying the balance of convenience test without regard to the strength of the appellants' claim. The risk of damage to Holdings or Developments from disclosure was not substantiated, and the appellants' legitimate interests as shareholder and director justified disclosure.

Citation
[2018] EWCA Civ 68
Parties
Claimant/appellant: Global Gaming Ventures (Group) Limited; Claimant/appellant: Anthony Stephen Wollenberg; Defendant/respondent: Global Gaming Ventures (Holdings) Limited; Defendant/respondent: Andrew William Herd
Jurisdiction
England and Wales
Judgment Date
30 January 2018
Procedural Posture
Appeal (civil) / Court of Appeal Judgment on Appeal From High Court (chancery Division)
Outcome
Appeal allowed
Legal Topics
Directors' Rights of Inspection, Shareholder Information Rights, Disclosure of Documents, Purpose of Disclosure, Interim Relief, Shareholders' Agreements, Receivership, Balance of Convenience in Injunctions
Company Law Insolvency Law Contract Law Directors' Rights of Inspection Shareholder Information Rights Disclosure of Documents Purpose of Disclosure Interim Relief +3 more

Case Brief

Summary, issues, holding and outcome

More case intelligence is available

Unlock the full research layer for this judgment.

Full judgment text Downloadable case file Legal principles 4 Authorities cited 6 Party arguments 2 Amounts and remedies 3
Sign in to unlock

Parties

Global Gaming Ventures (Group) Limited

Claimant/appellant

Anthony Stephen Wollenberg

Claimant/appellant

Global Gaming Ventures (Holdings) Limited

Defendant/respondent

Andrew William Herd

Defendant/respondent

Procedural Posture

Appeal (civil) / Court of Appeal Judgment on Appeal From High Court (chancery Division)

Legal Issues

  1. 1 Whether the appellants were entitled to disclosure of documents and information relating to the operation and sale of the casino business under the Shareholders Agreement and/or as a director of Holdings.
  2. 2 Whether the request for disclosure was made for a proper purpose.
  3. 3 Whether the judge at first instance applied the correct legal test in refusing interim relief.

Ratio Decidendi

The appellants were entitled to disclosure of the requested documents under clause 5.1 of the Shareholders Agreement and as a director of Holdings. The judge erred in treating the request as made for an improper purpose and in applying the balance of convenience test without regard to the strength of the appellants' claim. The risk of damage to Holdings or Developments from disclosure was not substantiated, and the appellants' legitimate interests as shareholder and director justified disclosure.

Court Disposition

Appeal allowed

Orders

  • Disclosure of the Requested Documents to the appellants ordered.
  • No order for disclosure of additional information requested in October 2017; to be dealt with in the Chancery Division if necessary.