Koza Ltd & Anor v Koza Altin Isletmeleri AS [2022] EWCA Civ 1284 (07 October 2022)

Koza Ltd & Anor v Koza Altin Isletmeleri AS [2022] EWCA Civ 1284 (07 October 2022)

The Court of Appeal held that there was no serious issue to be tried on the claimants' challenge to the authority of Koza Altin's directors. The authority of the directors was valid under Turkish law and did not depend on the recognition of the allegedly corrupt Süer judgment. English law recognises the authority of directors validly appointed under the law of the company's incorporation unless the foreign law or judgment is so egregious as to offend fundamental English public policy, which was not established here. The claimants' application for permission to serve out of the jurisdiction was therefore dismissed, and the summary dismissal of their strike out application was upheld.

Citation
[2022] EWCA Civ 1284
Parties
Claimant/appellant: Koza Ltd; Claimant/appellant: Hamdi Akin Ipek; Defendant/respondent: Koza Altin Isletmeleri AS; Defendant/respondent: Fatin Rustu Karakas; Defendant/respondent: Ismail Guler; Defendant/respondent: Enis Guclu Sirin; Defendant/respondent: Ismet Demir; Defendant/respondent: Persons Unknown
Jurisdiction
England and Wales
Judgment Date
07 October 2022
Procedural Posture
Civil Appeal / Appeal From High Court Judgment on Permission to Serve Out of Jurisdiction and Summary Dismissal
Outcome
Appeal dismissed
Legal Topics
Recognition of Foreign Judgments, Jurisdiction, Authority of Company Directors, Public Policy Exception, Service Out of Jurisdiction, Abuse of Process
Company Law Private International Law Civil Procedure Recognition of Foreign Judgments Jurisdiction Authority of Company Directors Public Policy Exception Service Out of Jurisdiction +1 more

Case Brief

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Parties

Koza Ltd

Claimant/appellant

Hamdi Akin Ipek

Claimant/appellant

Koza Altin Isletmeleri AS

Defendant/respondent

Fatin Rustu Karakas

Defendant/respondent

Ismail Guler

Defendant/respondent

Enis Guclu Sirin

Defendant/respondent

Ismet Demir

Defendant/respondent

Persons Unknown

Defendant/respondent

Procedural Posture

Civil Appeal / Appeal From High Court Judgment on Permission to Serve Out of Jurisdiction and Summary Dismissal

Legal Issues

  1. 1 Whether English courts should recognise the authority of Koza Altin's directors appointed under Turkish law and judgments, alleged to be tainted by corruption and contrary to public policy
  2. 2 Whether there is a serious issue to be tried justifying permission to serve proceedings out of the jurisdiction
  3. 3 Whether the claimants' applications amount to an abuse of process

Ratio Decidendi

The Court of Appeal held that there was no serious issue to be tried on the claimants' challenge to the authority of Koza Altin's directors. The authority of the directors was valid under Turkish law and did not depend on the recognition of the allegedly corrupt Süer judgment. English law recognises the authority of directors validly appointed under the law of the company's incorporation unless the foreign law or judgment is so egregious as to offend fundamental English public policy, which was not established here. The claimants' application for permission to serve out of the jurisdiction was therefore dismissed, and the summary dismissal of their strike out application was upheld.

Court Disposition

Appeal dismissed

Orders

  • Permission to serve 2021 proceedings out of the jurisdiction refused
  • Summary dismissal of claimants' strike out application upheld