Prowting 1968 Trustee One Ltd & Ors v Amos-Yeo & Anor

Prowting 1968 Trustee One Ltd & Ors v Amos-Yeo & Anor

The parties had a common intention to transfer sufficient shares to satisfy entrepreneur's relief requirements, but due to a mistake in calculating nominal value, the agreements failed to reflect this intention. The evidence established a specific intention and a mistake going to the terms of the agreements, justifying rectification.

Parties
Claimant: Prowting 1968 Trustee One Limited; Claimant: Prowting 1968 Trustee Two Limited; Claimant: Prowting 1987 Trustee One Limited; Claimant: Prowting 1987 Trustee Two Limited; Defendant: Barry Peter Amos-Yeo; Defendant: Kevin Richard Amos-Yeo
Jurisdiction
England and Wales
Judgment Date
18 August 2015
Procedural Posture
Rectification Claim / Judgment After Trial
Outcome
Rectification granted
Legal Topics
Rectification, Common Mistake, Share Acquisition Agreements, Capital Gains Tax, Entrepreneur's Relief
Equity Trusts Company Law Rectification Common Mistake Share Acquisition Agreements Capital Gains Tax Entrepreneur's Relief

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 4 Authorities cited 10 Party arguments 2 Amounts and remedies 4
Sign in to unlock

Parties

Prowting 1968 Trustee One Limited

Claimant

Prowting 1968 Trustee Two Limited

Claimant

Prowting 1987 Trustee One Limited

Claimant

Prowting 1987 Trustee Two Limited

Claimant

Barry Peter Amos-Yeo

Defendant

Kevin Richard Amos-Yeo

Defendant

Procedural Posture

Rectification Claim / Judgment After Trial

Legal Issues

  1. 1 Whether the share acquisition agreements should be rectified to reflect the parties' common intention regarding the number of shares transferred.
  2. 2 Whether the mistake in the agreements was sufficient to justify rectification under equity.

Ratio Decidendi

The parties had a common intention to transfer sufficient shares to satisfy entrepreneur's relief requirements, but due to a mistake in calculating nominal value, the agreements failed to reflect this intention. The evidence established a specific intention and a mistake going to the terms of the agreements, justifying rectification.

Court Disposition

Rectification granted

Orders

  • The share acquisition agreements are to be rectified in the terms of the draft order attached to the claimants’ counsel’s skeleton argument.