Zahir Aziz v B & S Partnership Limited & Ors.

Zahir Aziz v B & S Partnership Limited & Ors.

The court found that Mr Aziz voluntarily transferred his share to Bhandari & Co in 2009, did not contribute to the purchase of Lord House, and was not entitled to rectification of the register or damages. The claims were in any event time-barred, and there was no breach of fiduciary duty, unlawful interference, or conspiracy. The evidence did not support Mr Aziz's account, and the court exercised its discretion to refuse relief due to delay and lack of merit.

Parties
Claimant: Zahir Aziz; First Defendant: B & S Partnership Limited; Second Defendant: Riaz Ahmad; Third Defendant: Mohammed Amir Salim; Fourth Defendant: Bhandari and Co Ltd; Fifth Defendant: Sanita Bhandari
Jurisdiction
England and Wales
Judgment Date
23 March 2023
Procedural Posture
Civil (company Law) / Judgment After Trial
Outcome
Claim dismissed in its entirety
Legal Topics
Rectification of Register of Members, Breach of Fiduciary Duty, Unlawful Means Conspiracy, Limitation of Actions, Share Transfers, Pre Emption Rights
Company Law Equity and Trusts Tort Law Rectification of Register of Members Breach of Fiduciary Duty Unlawful Means Conspiracy Limitation of Actions Share Transfers +1 more

Case Brief

Summary, issues, holding and outcome

More case intelligence is available

Unlock the full research layer for this judgment.

Full judgment text Downloadable case file Legal principles 7 Authorities cited 17 Party arguments 2 Amounts and remedies 7
Sign in to unlock

Parties

Zahir Aziz

Claimant

B & S Partnership Limited

First Defendant

Riaz Ahmad

Second Defendant

Mohammed Amir Salim

Third Defendant

Bhandari and Co Ltd

Fourth Defendant

Sanita Bhandari

Fifth Defendant

Procedural Posture

Civil (company Law) / Judgment After Trial

Legal Issues

  1. 1 Whether the transfer of the claimant's share in B & S Partnership Ltd in 2009 was proper and voluntary
  2. 2 Whether the claimant is entitled to rectification of the register of members under section 125 Companies Act 2006
  3. 3 Whether claims for damages for breach of fiduciary duty, unlawful interference, and conspiracy to injure are made out

Ratio Decidendi

The court found that Mr Aziz voluntarily transferred his share to Bhandari & Co in 2009, did not contribute to the purchase of Lord House, and was not entitled to rectification of the register or damages. The claims were in any event time-barred, and there was no breach of fiduciary duty, unlawful interference, or conspiracy. The evidence did not support Mr Aziz's account, and the court exercised its discretion to refuse relief due to delay and lack of merit.

Court Disposition

Claim dismissed in its entirety