MANOLETE PARTNERS PLC v EBRAHIM DALAL & Ors

MANOLETE PARTNERS PLC v EBRAHIM DALAL & Ors

The Claimant failed to prove on the balance of probabilities that Sajid and Anisha were de facto directors after 20 June 2008 or that there were significant Additional Sales Receipts not recorded in the Company's accounts. However, the £250,000 payment to Sajid and Anisha in September 2014 was made at a time when the Company was likely insolvent and Ebrahim Dalal, as director, was under a duty to consider creditors' interests. Causing the payment to be made for his own benefit, to facilitate a gift, was a breach of duty. The Company is entitled to trace the £250,000 into the Brinksway Property and assert a proprietary claim. Other unjustified cheque payments to Ebrahim, Sajid, and Anisha...

Parties
Claimant: Manolete Partners PLC; Defendant: Ebrahim Dalal; Defendant: Sajid Dalal; Defendant: Anisha Dalal; Defendant: Estate of Johra Dalal (represented by Elliot Cohen)
Jurisdiction
England and Wales
Judgment Date
24 June 2022
Procedural Posture
Civil (company/commercial) / Trial Judgment
Outcome
Claim allowed in part, dismissed in part
Legal Topics
Director's Duties, Breach of Fiduciary Duty, Tracing and Proprietary Claims, Constructive Trust, Insolvency and Creditors' Interests, Unlawful Distribution, Corporate Governance
Company Law Insolvency Law Trusts Law Director's Duties Breach of Fiduciary Duty Tracing and Proprietary Claims Constructive Trust Insolvency and Creditors' Interests +2 more

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Parties

Manolete Partners PLC

Claimant

Ebrahim Dalal

Defendant

Sajid Dalal

Defendant

Anisha Dalal

Defendant

Estate of Johra Dalal (represented by Elliot Cohen)

Defendant

Procedural Posture

Civil (company/commercial) / Trial Judgment

Legal Issues

  1. 1 Whether Sajid and Anisha Dalal were de facto directors after 20 June 2008
  2. 2 Whether there were Additional Sales Receipts not recorded in the Company's accounts
  3. 3 Whether the payment of £250,000 to Sajid and Anisha was a breach of duty by Ebrahim Dalal

Ratio Decidendi

The Claimant failed to prove on the balance of probabilities that Sajid and Anisha were de facto directors after 20 June 2008 or that there were significant Additional Sales Receipts not recorded in the Company's accounts. However, the £250,000 payment to Sajid and Anisha in September 2014 was made at a time when the Company was likely insolvent and Ebrahim Dalal, as director, was under a duty to consider creditors' interests. Causing the payment to be made for his own benefit, to facilitate a gift, was a breach of duty. The Company is entitled to trace the £250,000 into the Brinksway Property and assert a proprietary claim. Other unjustified cheque payments to Ebrahim, Sajid, and Anisha...

Court Disposition

Claim allowed in part, dismissed in part

Orders

  • Claimant entitled to trace £250,000 into the Brinksway Property and elect between a lien for that amount or a proportionate interest in the property.
  • Claimant entitled to recover £24,373.78 from Ebrahim Dalal.