Armstrong Brands Ltd, Re

Armstrong Brands Ltd, Re

The debenture and loan agreement were signed by Mr Armstrong when he was a director and by the company secretary, satisfying section 44 Companies Act 2006. The documents were delivered later when authorised by JB, and the board minutes evidenced proper execution and delivery. Therefore, JB held a valid qualifying floating charge and the appointment of administrators and all ensuing acts were valid.

Parties
Company: Armstrong Brands Limited (In Administration); Appointor/charge Holder: J. B. Armstrong & Co. Ltd; Applicant: Applicant Administrators
Jurisdiction
England and Wales
Judgment Date
18 November 2015
Procedural Posture
Insolvency/administration Application / Judgment After Contested Application
Outcome
Appointment of administrators and all acts and extensions declared valid; alternative indemnity relief did not arise.
Legal Topics
Validity of Appointment of Administrators, Execution of Company Documents, Qualifying Floating Charge, Section 44 Companies Act 2006, Schedule B1 Insolvency Act 1986
Insolvency Law Company Law Validity of Appointment of Administrators Execution of Company Documents Qualifying Floating Charge Section 44 Companies Act 2006 Schedule B1 Insolvency Act 1986

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Parties

Armstrong Brands Limited (In Administration)

Company

J. B. Armstrong & Co. Ltd

Appointor/charge Holder

Applicant Administrators

Applicant

Procedural Posture

Insolvency/administration Application / Judgment After Contested Application

Legal Issues

  1. 1 Whether the appointment of administrators was valid under paragraph 14 of Schedule B1 to the Insolvency Act 1986
  2. 2 Whether the debenture was validly executed under section 44 of the Companies Act 2006
  3. 3 Whether acts of the administrators and extensions of administration were valid

Ratio Decidendi

The debenture and loan agreement were signed by Mr Armstrong when he was a director and by the company secretary, satisfying section 44 Companies Act 2006. The documents were delivered later when authorised by JB, and the board minutes evidenced proper execution and delivery. Therefore, JB held a valid qualifying floating charge and the appointment of administrators and all ensuing acts were valid.

Court Disposition

Appointment of administrators and all acts and extensions declared valid; alternative indemnity relief did not arise.

Orders

  • Declaration that the appointment of administrators was valid
  • Declaration that all acts carried out by the administrators, including extensions, were valid