Rahman v Rahman [2019] EWHC 1011 (QB) (17 April 2019)

Rahman v Rahman [2019] EWHC 1011 (QB) (17 April 2019)

The breach of the promise to allot shares occurred shortly after the June 2009 meeting, or alternatively, the obligation was continuing until November 2010. The claim was issued within six years of these dates, so is not statute-barred. Delay did not amount to laches barring equitable relief.

Citation
[2019] EWHC 1011 (QB)
Parties
Claimant and Respondent: Mr Habibur Rahman; First Defendant and Appellant: Mr Azizur Rahman
Jurisdiction
England and Wales
Judgment Date
17 April 2019
Procedural Posture
Appeal / Judgment on Appeal From Central London County Court, Post Trial
Outcome
Appeal dismissed; original judgment upheld.
Legal Topics
Specific Performance, Limitation, Laches, Shareholder Rights, Joint Venture Agreements
Contract Law Equity Company Law Specific Performance Limitation Laches Shareholder Rights Joint Venture Agreements

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Parties

Mr Habibur Rahman

Claimant and Respondent

Mr Azizur Rahman

First Defendant and Appellant

Procedural Posture

Appeal / Judgment on Appeal From Central London County Court, Post Trial

Legal Issues

  1. 1 Whether the claim for damages for breach of contract to allot shares is statute-barred under the Limitation Act 1980
  2. 2 Whether the claim for equitable relief is barred by laches
  3. 3 Whether there was a continuing obligation to allot shares

Ratio Decidendi

The breach of the promise to allot shares occurred shortly after the June 2009 meeting, or alternatively, the obligation was continuing until November 2010. The claim was issued within six years of these dates, so is not statute-barred. Delay did not amount to laches barring equitable relief.

Court Disposition

Appeal dismissed; original judgment upheld.

Orders

  • Damages awarded in lieu of specific performance for failure to allot shares.
  • Damages in respect of missed or unpaid distributions from Icon College Ltd.