Bamford & Ors v Harvey & Anor

Bamford & Ors v Harvey & Anor

Permission to continue the derivative claim is refused because the claimant could have arranged for the company to commence proceedings in its own right against the first defendant under the Shareholders Agreement, and there is no objection to the claim proceeding in the company's name.

Parties
Claimant: Joseph Cyril Edward Bamford; First Defendant: John Henry Harvey; Second Defendant: Avro Heritage Limited
Jurisdiction
England and Wales
Judgment Date
18 October 2012
Procedural Posture
Derivative Claim / Application for Permission to Continue Derivative Proceedings
Outcome
Permission to continue derivative proceedings refused; claim to be reconstituted as an ordinary action in the company's name.
Legal Topics
Derivative Proceedings, Shareholder Remedies, Directors' Duties, Procedural Requirements
Company Law Derivative Proceedings Shareholder Remedies Directors' Duties Procedural Requirements

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 3 Authorities cited 5 Party arguments 2 Amounts and remedies 11
Sign in to unlock

Parties

Joseph Cyril Edward Bamford

Claimant

John Henry Harvey

First Defendant

Avro Heritage Limited

Second Defendant

Procedural Posture

Derivative Claim / Application for Permission to Continue Derivative Proceedings

Legal Issues

  1. 1 Whether permission should be granted to continue derivative proceedings under Part 11 of the Companies Act 2006
  2. 2 Whether the claimant could have procured the company to bring proceedings directly against the first defendant
  3. 3 Applicability of 'wrongdoer control' and procedural mechanisms under the Shareholders Agreement

Ratio Decidendi

Permission to continue the derivative claim is refused because the claimant could have arranged for the company to commence proceedings in its own right against the first defendant under the Shareholders Agreement, and there is no objection to the claim proceeding in the company's name.

Court Disposition

Permission to continue derivative proceedings refused; claim to be reconstituted as an ordinary action in the company's name.

Orders

  • Action to be reconstituted as an ordinary Part 7 claim in the name of Avro Heritage Limited.
  • Directions to be given for the efficient continuation of the action.