Caldero Trading Ltd v Beppler & Jacobson Ltd & Ors

Caldero Trading Ltd v Beppler & Jacobson Ltd & Ors

The court found that all sums provided for the purchase and renovation of the hotels were to be treated as capital as between Mr Lazurenko and Mr Becirovic, and not to be deducted before calculation of Mr Becirovic’s share. The respondents’ case was rejected due to lack of credible evidence, dishonesty, and absence of documentary support for their position.

Parties
Petitioner: Caldero Trading Limited; First Respondent: Beppler & Jacobson Limited; Second Respondent: Beppler & Jacobson Montenegro D. O. O.; Third Respondent: Leibson Corporation; Fourth Respondent: Belinda Capital Limited; Fifth Respondent: Igor Lazurenko; Sixth Respondent: Marcel Telser; Seventh Respondent: Lawson Trading Limited; Eighth Respondent: Sergey Scheklanov
Jurisdiction
England and Wales
Judgment Date
23 July 2013
Procedural Posture
Petition Under Section 994 of the Companies Act 2006 (unfair Prejudice) / Trial of Preliminary Issue (investment Issue) Following Settlement Order
Outcome
Petitioner's case on the Investment Issue accepted; all sums invested treated as capital.
Legal Topics
Unfair Prejudice, Shareholder Disputes, Capital Vs Loan Investment, Valuation of Shares, Agency and Nominee Arrangements
Company Law Insolvency Law Unfair Prejudice Shareholder Disputes Capital Vs Loan Investment Valuation of Shares Agency and Nominee Arrangements

Case Brief

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Parties

Caldero Trading Limited

Petitioner

Beppler & Jacobson Limited

First Respondent

Beppler & Jacobson Montenegro D. O. O.

Second Respondent

Leibson Corporation

Third Respondent

Belinda Capital Limited

Fourth Respondent

Igor Lazurenko

Fifth Respondent

Marcel Telser

Sixth Respondent

Lawson Trading Limited

Seventh Respondent

Sergey Scheklanov

Eighth Respondent

Procedural Posture

Petition Under Section 994 of the Companies Act 2006 (unfair Prejudice) / Trial of Preliminary Issue (investment Issue) Following Settlement Order

Legal Issues

  1. 1 Whether sums invested in Beppler & Jacobson Limited or its subsidiary by or on behalf of its majority shareholder were invested by way of loan or capital

Ratio Decidendi

The court found that all sums provided for the purchase and renovation of the hotels were to be treated as capital as between Mr Lazurenko and Mr Becirovic, and not to be deducted before calculation of Mr Becirovic’s share. The respondents’ case was rejected due to lack of credible evidence, dishonesty, and absence of documentary support for their position.

Court Disposition

Petitioner's case on the Investment Issue accepted; all sums invested treated as capital.

Orders

  • The Investment Issue is determined in favour of Caldero Trading Limited; all sums invested for the purchase and renovation of the hotels are to be treated as capital as between the parties.
  • Application for a debarring order is dismissed.