Fisher v Dinwoodie [2023] EWHC 1279 (Ch) (26 May 2023)

Fisher v Dinwoodie [2023] EWHC 1279 (Ch) (26 May 2023)

The appeal was dismissed because the judge was entitled to find, on the facts, that a fiduciary relationship existed between Mr Fisher and Mr Dinwoodie in relation to the shares, that Mr Fisher breached his fiduciary duty by failing to ensure Mr Dinwoodie received his shareholding, and that the injunction was not...

Source-derived case information.

Citation
[2023] EWHC 1279 (Ch)
Parties
Defendant/appellant: Christopher Charles Fisher; Claimant/respondent: Colin Laverock Dinwoodie
Jurisdiction
England and Wales
Judgment Date
26 May 2023
Procedural Posture
Appeal / Judgment on Appeal From First Instance Decision
Outcome
Appeal dismissed
Legal Topics
Fiduciary Duties, Constructive Trusts, Express Trusts, Partnerships, Joint Ventures, Shareholder Rights, Injunctions
Equity Company Law Trusts Partnership Law Fiduciary Duties Constructive Trusts Express Trusts Partnerships +3 more

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Parties

Christopher Charles Fisher

Defendant/appellant

Colin Laverock Dinwoodie

Claimant/respondent

Procedural Posture

Appeal / Judgment on Appeal From First Instance Decision

Legal Issues

  1. 1 Whether a fiduciary relationship existed between Mr Fisher and Mr Dinwoodie in respect of company shares
  2. 2 Whether an express or constructive trust arose over shares in the BEM and DA companies
  3. 3 Whether the injunction restraining Mr Fisher from competing was too wide

Ratio Decidendi

The appeal was dismissed because the judge was entitled to find, on the facts, that a fiduciary relationship existed between Mr Fisher and Mr Dinwoodie in relation to the shares, that Mr Fisher breached his fiduciary duty by failing to ensure Mr Dinwoodie received his shareholding, and that the injunction was not too wide given the ongoing fiduciary obligations.

Court Disposition

Appeal dismissed

Orders

  • Mr Dinwoodie entitled to beneficial interest in shares of BEM and DA companies
  • New shares and profits issued to Mr Fisher to be held on trust for both parties equally