Jafari-Fini v Skillglass Ltd & Ors [2006] EWHC 77 (Ch) (18 January 2006)

Jafari-Fini v Skillglass Ltd & Ors [2006] EWHC 77 (Ch) (18 January 2006)

PAL is estopped by convention from denying the revised forecasts had been agreed, and a breach of clause 20.1 of the Facility Agreement occurred. Skillglass was entitled to serve the notice of default and demand. The Claimant is not discharged from liability under the guarantee and charges. Skillglass did not breach nominee declarations or security arrangements.

Citation
[2006] EWHC 77 (Ch)
Parties
Claimant: Mohammad Jafari-Fini; First Defendant: Skillglass Limited (in administration); Second Defendant: Phoenix Acquisitions Limited (in administration); Third Defendant: Adeste Investments PLC (formerly known as Resurge PLC)
Jurisdiction
England and Wales
Judgment Date
18 January 2006
Procedural Posture
Trial of Preliminary Issues / Judgment
Outcome
Claim dismissed
Legal Topics
Estoppel by Convention, Enforcement of Security, Default Under Loan Facility, Beneficial Ownership of Shares, Nominee Arrangements
Contract Law Company Law Equity Estoppel by Convention Enforcement of Security Default Under Loan Facility Beneficial Ownership of Shares Nominee Arrangements

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Parties

Mohammad Jafari-Fini

Claimant

Skillglass Limited (in administration)

First Defendant

Phoenix Acquisitions Limited (in administration)

Second Defendant

Adeste Investments PLC (formerly known as Resurge PLC)

Third Defendant

Procedural Posture

Trial of Preliminary Issues / Judgment

Legal Issues

  1. 1 Whether Skillglass was entitled to serve the notice of default and demand under the Facility Agreement
  2. 2 Whether PAL and the Claimant were in default under financing agreements
  3. 3 Whether the Claimant is discharged from liability under guarantee and charges

Ratio Decidendi

PAL is estopped by convention from denying the revised forecasts had been agreed, and a breach of clause 20.1 of the Facility Agreement occurred. Skillglass was entitled to serve the notice of default and demand. The Claimant is not discharged from liability under the guarantee and charges. Skillglass did not breach nominee declarations or security arrangements.

Court Disposition

Claim dismissed

Orders

  • Declarations sought by the Claimant are refused
  • The Claimant is not discharged from liability under the guarantee and charges