Koza Altin IsletmelerI A.S. v Koza Ltd & Anor [2025] EWHC 2304 (Ch) (10 September 2025)

Koza Altin IsletmelerI A.S. v Koza Ltd & Anor [2025] EWHC 2304 (Ch) (10 September 2025)

The facts establish a persistent and irreconcilable deadlock between Koza Altin (the 100% economic owner) and Mr Ipek (the entrenched director with only nominal economic interest), resulting in exclusion from management, depletion of assets, and ongoing antagonism. The situation is intolerable and cannot be resolved...

Source-derived case information.

Citation
[2025] EWHC 2304 (Ch)
Parties
Petitioner: Koza Altin Isletmeleri A.S.; First Respondent: Koza Ltd; Second Respondent: Hamdi Akin Ipek
Jurisdiction
England and Wales
Judgment Date
10 September 2025
Procedural Posture
Company Winding Up Petition (just and Equitable Ground) / Summary Judgment Application on Petition
Outcome
Summary judgment granted. Koza Ltd to be wound up on the just and equitable ground.
Legal Topics
Just and Equitable Winding Up, Shareholder Rights, Director Duties, Summary Judgment, Corporate Deadlock, Remedies for Shareholder Disputes
Company Law Insolvency Law Equity Just and Equitable Winding Up Shareholder Rights Director Duties Summary Judgment Corporate Deadlock +1 more

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Parties

Koza Altin Isletmeleri A.S.

Petitioner

Koza Ltd

First Respondent

Hamdi Akin Ipek

Second Respondent

Procedural Posture

Company Winding Up Petition (just and Equitable Ground) / Summary Judgment Application on Petition

Legal Issues

  1. 1 Whether summary judgment is appropriate for a just and equitable winding-up petition
  2. 2 Whether the facts establish grounds for just and equitable winding up under s.122(1)(g) Insolvency Act 1986
  3. 3 Whether alternative remedies are available and have been unreasonably refused

Ratio Decidendi

The facts establish a persistent and irreconcilable deadlock between Koza Altin (the 100% economic owner) and Mr Ipek (the entrenched director with only nominal economic interest), resulting in exclusion from management, depletion of assets, and ongoing antagonism. The situation is intolerable and cannot be resolved by the company's constitution or interim regime. No real prospect exists for a different outcome at trial. No alternative remedy has been unreasonably refused. It is just and equitable to wind up Koza Ltd and summary judgment is appropriate.

Court Disposition

Summary judgment granted. Koza Ltd to be wound up on the just and equitable ground.

Orders

  • Koza Ltd is to be wound up under s.122(1)(g) Insolvency Act 1986.
  • The Official Receiver is appointed as liquidator.