Speed Investments Ltd & Anor v Formula One Holdings Ltd & Ors [2004] EWCA Civ 1512 (12 November 2004)

Speed Investments Ltd & Anor v Formula One Holdings Ltd & Ors [2004] EWCA Civ 1512 (12 November 2004)

The subject matter of the dispute is the composition of the board of directors of an English company, which falls within the exclusive jurisdiction of the English courts under Article 22(2) of the Judgments Regulation and Article 16(2) of the Lugano Convention. The fact that the dispute involves interpretation of a shareholders' agreement does not remove it from the scope of exclusive jurisdiction. Article 21 of the Lugano Convention does not require a stay where the English court has exclusive jurisdiction under Article 16.

Citation
[2004] EWCA Civ 1512
Parties
Claimant/respondent: Speed Investments Limited; Claimant/respondent: SLEC Holdings Limited; Defendant/appellant: Formula One Holdings Limited; Defendant/appellant: Bambino Holdings Limited; Defendant/appellant: Luc Argand; Defendant/appellant: Emmanuele Argand-Rey
Jurisdiction
England and Wales
Judgment Date
12 November 2004
Procedural Posture
Appeal From Chancery Division / Court of Appeal Judgment
Outcome
Appeal dismissed
Legal Topics
Jurisdiction Under Judgments Regulation and Lugano Convention, Exclusive Jurisdiction Over Company Internal Management, Validity of Director Appointments, Rectification of Company Registers
Private International Law Company Law Civil Procedure Jurisdiction Under Judgments Regulation and Lugano Convention Exclusive Jurisdiction Over Company Internal Management Validity of Director Appointments Rectification of Company Registers

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Parties

Speed Investments Limited

Claimant/respondent

SLEC Holdings Limited

Claimant/respondent

Formula One Holdings Limited

Defendant/appellant

Bambino Holdings Limited

Defendant/appellant

Luc Argand

Defendant/appellant

Emmanuele Argand-Rey

Defendant/appellant

Procedural Posture

Appeal From Chancery Division / Court of Appeal Judgment

Legal Issues

  1. 1 Whether the English court has exclusive jurisdiction under Article 22 of the Judgments Regulation and Article 16 of the Lugano Convention over disputes concerning the composition of the board of an English company
  2. 2 Whether proceedings should be stayed under Article 21 of the Lugano Convention due to prior Swiss proceedings

Ratio Decidendi

The subject matter of the dispute is the composition of the board of directors of an English company, which falls within the exclusive jurisdiction of the English courts under Article 22(2) of the Judgments Regulation and Article 16(2) of the Lugano Convention. The fact that the dispute involves interpretation of a shareholders' agreement does not remove it from the scope of exclusive jurisdiction. Article 21 of the Lugano Convention does not require a stay where the English court has exclusive jurisdiction under Article 16.

Court Disposition

Appeal dismissed

Orders

  • Appeal dismissed
  • Terms of the order as agreed