Unitel SA v Unitel International Holdings BV & Anor [2023] EWHC 3231 (Comm) (20 December 2023)

Unitel SA v Unitel International Holdings BV & Anor [2023] EWHC 3231 (Comm) (20 December 2023)

Unitel has a good arguable case against Ms dos Santos for breach of director's duties under Angolan law and is not time-barred under Article 80(1) of the Angolan Commercial Companies Law, as the filing of the joinder application within six months of the shareholder resolution is procedurally equivalent to filing an action in Angola. There is a real risk of dissipation of assets by Ms dos Santos, given the nature of the alleged wrongdoing and adverse findings in other jurisdictions. The existence of other freezing orders does not make a further order unjust or inconvenient. Accordingly, a worldwide freezing order is granted.

Citation
[2023] EWHC 3231 (Comm)
Parties
Claimant: Unitel S. A.; First Defendant: Unitel International Holdings B. V.; Second Defendant: Isabel dos Santos
Jurisdiction
England and Wales
Judgment Date
20 December 2023
Procedural Posture
Freezing Order Application in Commercial Proceedings / Interlocutory Application for Freezing Order
Outcome
Freezing order granted in favour of Unitel S. A. against Isabel dos Santos.
Legal Topics
Freezing Orders, Director's Duties, Limitation Periods, Risk of Dissipation, Foreign Law (angola), Procedural Equivalence, Asset Disclosure
Commercial Law Company Law Civil Procedure Freezing Orders Director's Duties Limitation Periods Risk of Dissipation Foreign Law (angola) +2 more

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Parties

Unitel S. A.

Claimant

Unitel International Holdings B. V.

First Defendant

Isabel dos Santos

Second Defendant

Procedural Posture

Freezing Order Application in Commercial Proceedings / Interlocutory Application for Freezing Order

Legal Issues

  1. 1 Whether Unitel has a good arguable case against Ms dos Santos for breach of director's duties under Angolan law
  2. 2 Whether the claim is time-barred under Article 80(1) of the Angolan Commercial Companies Law
  3. 3 Whether there is a real risk of dissipation of assets by Ms dos Santos justifying a freezing order

Ratio Decidendi

Unitel has a good arguable case against Ms dos Santos for breach of director's duties under Angolan law and is not time-barred under Article 80(1) of the Angolan Commercial Companies Law, as the filing of the joinder application within six months of the shareholder resolution is procedurally equivalent to filing an action in Angola. There is a real risk of dissipation of assets by Ms dos Santos, given the nature of the alleged wrongdoing and adverse findings in other jurisdictions. The existence of other freezing orders does not make a further order unjust or inconvenient. Accordingly, a worldwide freezing order is granted.

Court Disposition

Freezing order granted in favour of Unitel S. A. against Isabel dos Santos.

Orders

  • Worldwide freezing order to be made against Isabel dos Santos, with terms to be finalised at a further hearing.
  • Order to include provision requiring disclosure of assets by Isabel dos Santos.