Allison McIntyre Shure & Anor v Capvest Limited & Ors

Allison McIntyre Shure & Anor v Capvest Limited & Ors

Section 2(d) of the Letter Agreement entitles the Claimants, as trustees and shareholders, to request and obtain information in reasonable detail about the advice and investment recommendations provided by the First or Second Defendants to CV Equity and CapVest Private Equity II L.P., and any assistance in relation to the disposal of Fund II assets, including Mater Private and Valeo Foods. The right is not limited to internal management matters and is not as narrow as contended by the Defendants.

Parties
Claimant: Allison McIntyre Shure; Claimant: Stuart Leighton Mills; Defendant: CapVest Limited; Defendant: CapVest Associates LLP; Defendant: CapVest Partners LLP
Jurisdiction
England and Wales
Judgment Date
23 November 2024
Procedural Posture
Civil (part 8 Claim) / Judgment on Construction of Contract and Entitlement to Information
Outcome
Declaration granted in favour of Claimants; directions for amended information and document request; no order for specific performance as drafted.
Legal Topics
Interpretation of Contracts, Trustee Rights, Shareholder Information Rights, Disclosure of Information
Contract Law Trusts Equity Interpretation of Contracts Trustee Rights Shareholder Information Rights Disclosure of Information

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Parties

Allison McIntyre Shure

Claimant

Stuart Leighton Mills

Claimant

CapVest Limited

Defendant

CapVest Associates LLP

Defendant

CapVest Partners LLP

Defendant

Procedural Posture

Civil (part 8 Claim) / Judgment on Construction of Contract and Entitlement to Information

Legal Issues

  1. 1 Proper construction of Section 2(d) of the Letter Agreement
  2. 2 Whether Claimants as trustees are entitled to information and documents from Defendants under Section 2(d)
  3. 3 Scope of information and document requests under the Letter Agreement

Ratio Decidendi

Section 2(d) of the Letter Agreement entitles the Claimants, as trustees and shareholders, to request and obtain information in reasonable detail about the advice and investment recommendations provided by the First or Second Defendants to CV Equity and CapVest Private Equity II L.P., and any assistance in relation to the disposal of Fund II assets, including Mater Private and Valeo Foods. The right is not limited to internal management matters and is not as narrow as contended by the Defendants.

Court Disposition

Declaration granted in favour of Claimants; directions for amended information and document request; no order for specific performance as drafted.

Orders

  • Declaration that Claimants are entitled under Section 2(d) to request and obtain information in reasonable detail about advice and investment recommendations provided by the First or Second Defendants to CV Equity and CapVest Private Equity II L.P., and assistance in relation to the disposal of Fund II assets.
  • Claimants to file and serve an amended information and document request within 14 days.