Attwood & Ors v Maidment

Attwood & Ors v Maidment

The appeal was allowed only as to the deduction of selling costs, which should be applied at 1.5% to the actual sale proceeds of the properties; otherwise, the judge's directions on going concern valuation, deduction for actual tax paid, no discount for portfolio sale, and the quasi-interest rate were upheld as fair and within judicial discretion.

Parties
Respondents: Allan Attwood and others; Appellant: Geoffrey Maidment
Jurisdiction
England and Wales
Judgment Date
26 February 2013
Procedural Posture
Civil Appeal / Appeal From High Court (chancery Division) Judgment on Valuation Directions Following Unfair Prejudice Petition Under Companies Act 2006
Outcome
Appeal allowed in part; otherwise dismissed.
Legal Topics
Unfair Prejudice, Share Valuation, Relief Under Companies Act 2006 Section 994, Corporate Governance, Minority Shareholder Rights
Company Law Unfair Prejudice Share Valuation Relief Under Companies Act 2006 Section 994 Corporate Governance Minority Shareholder Rights

Case Brief

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Parties

Allan Attwood and others

Respondents

Geoffrey Maidment

Appellant

Procedural Posture

Civil Appeal / Appeal From High Court (chancery Division) Judgment on Valuation Directions Following Unfair Prejudice Petition Under Companies Act 2006

Legal Issues

  1. 1 Whether the valuation of shares should be on a going concern or liquidation basis
  2. 2 Appropriate deduction for corporation tax on property disposals
  3. 3 Whether to discount for sale of properties as a single portfolio

Ratio Decidendi

The appeal was allowed only as to the deduction of selling costs, which should be applied at 1.5% to the actual sale proceeds of the properties; otherwise, the judge's directions on going concern valuation, deduction for actual tax paid, no discount for portfolio sale, and the quasi-interest rate were upheld as fair and within judicial discretion.

Court Disposition

Appeal allowed in part; otherwise dismissed.

Orders

  • Deduction for selling costs at 1.5% to be applied to actual sale proceeds of properties.
  • All other valuation directions of the judge upheld.