Charlotte Lucy Mclaren v Tramperly Ltd & Ors

Charlotte Lucy Mclaren v Tramperly Ltd & Ors

The transfer was validly executed under Companies Act 2006, s.44(2) and (5), as it was signed by a director in the presence of a witness and the First Respondent acted in good faith for valuable consideration. The internal company irregularities did not affect the validity of the transfer as against a good faith purchaser. The Applicant's objections regarding fraud, undervalue, and non-compliance with the restriction were unfounded.

Parties
Applicant: Charlotte Lucy McLaren; First Respondent: Tramperly Ltd; Second Respondent: MC & MC Developments Ltd; Third Respondent: Murfin Properties Ltd
Jurisdiction
England and Wales
Judgment Date
13 March 2026
Procedural Posture
Land Registration Reference / Final Determination of Objection to Registration
Outcome
Objection dismissed; application to register transfer allowed
Legal Topics
Director's Authority, Good Faith Purchaser, Land Registration, Execution of Deeds, Internal Company Disputes
Property Law Company Law Director's Authority Good Faith Purchaser Land Registration Execution of Deeds Internal Company Disputes

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Parties

Charlotte Lucy McLaren

Applicant

Tramperly Ltd

First Respondent

MC & MC Developments Ltd

Second Respondent

Murfin Properties Ltd

Third Respondent

Procedural Posture

Land Registration Reference / Final Determination of Objection to Registration

Legal Issues

  1. 1 Whether the transfer of property executed by one director without unanimous board approval is valid and registrable
  2. 2 Whether the purchaser (First Respondent) acted in good faith under Companies Act 2006, s.44(5)
  3. 3 Whether the sale was at an undervalue amounting to fraud

Ratio Decidendi

The transfer was validly executed under Companies Act 2006, s.44(2) and (5), as it was signed by a director in the presence of a witness and the First Respondent acted in good faith for valuable consideration. The internal company irregularities did not affect the validity of the transfer as against a good faith purchaser. The Applicant's objections regarding fraud, undervalue, and non-compliance with the restriction were unfounded.

Court Disposition

Objection dismissed; application to register transfer allowed

Orders

  • Chief Land Registrar directed to give effect to the First Respondent’s application to register the transfer of the property
  • Directions given for consideration of costs applications