Health and Home Limited (in liquidation) & Ors v Elite Property Holdings Limited & Ors

Health and Home Limited (in liquidation) & Ors v Elite Property Holdings Limited & Ors

Elite owed the Company £552,737 under a contract of loan, not limitation barred; dividends declared in 2012 and 2013 were transactions at undervalue under s.238 IA 1986, Elite liable for £1,200,000; Mr Stavrinides breached director duties in declaring 2013 dividend, liable for £250,000; May 2013 Agreement was a transaction at undervalue regarding contingent liabilities, Elite and Essex liable for £174,471.66 less any eventuated liabilities; Essex entitled to an account and payment of sums received by Company after 18 May 2013 in respect of assigned debts.

Parties
Claimant: Health and Home Limited (In Liquidation); Claimant: Mr Antony Nygate; Claimant: Mr Shane Crooks; Defendant: Elite Property Holdings Limited; Defendant: Mr Andreas Stavrinides; Defendant: Mr Anthony Stavrinides; Defendant: Mrs Maria Christoforou; Defendant: Health and Home (Essex) Limited
Jurisdiction
England and Wales
Judgment Date
04 October 2025
Procedural Posture
Civil / Judgment After Trial
Outcome
Claims for debt, transactions at undervalue, misfeasance, and counterclaim succeed in part; judgment entered for Claimants.
Legal Topics
Transactions at Undervalue, Director's Duties, Limitation, Goodwill, Dividend Payments, Misfeasance, Counterclaim, Restitution
Insolvency Company Law Trusts and Equity Transactions at Undervalue Director's Duties Limitation Goodwill Dividend Payments +3 more

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Parties

Health and Home Limited (In Liquidation)

Claimant

Mr Antony Nygate

Claimant

Mr Shane Crooks

Claimant

Elite Property Holdings Limited

Defendant

Mr Andreas Stavrinides

Defendant

Mr Anthony Stavrinides

Defendant

Mrs Maria Christoforou

Defendant

Health and Home (Essex) Limited

Defendant

Procedural Posture

Civil / Judgment After Trial

Legal Issues

  1. 1 Whether Elite owed Health and Home Limited a debt under a contract of loan
  2. 2 Whether dividends declared in 2012 and 2013 were unlawful or transactions at undervalue
  3. 3 Whether the May 2013 Agreement was a transaction at undervalue

Ratio Decidendi

Elite owed the Company £552,737 under a contract of loan, not limitation barred; dividends declared in 2012 and 2013 were transactions at undervalue under s.238 IA 1986, Elite liable for £1,200,000; Mr Stavrinides breached director duties in declaring 2013 dividend, liable for £250,000; May 2013 Agreement was a transaction at undervalue regarding contingent liabilities, Elite and Essex liable for £174,471.66 less any eventuated liabilities; Essex entitled to an account and payment of sums received by Company after 18 May 2013 in respect of assigned debts.

Court Disposition

Claims for debt, transactions at undervalue, misfeasance, and counterclaim succeed in part; judgment entered for Claimants.

Orders

  • Elite to pay Health and Home Limited £552,737 for debt claim.
  • Elite to pay Health and Home Limited £1,200,000 for transactions at undervalue (dividends).