First Names (Jersey) Ltd & Anor v IFG Group Plc

First Names (Jersey) Ltd & Anor v IFG Group Plc

FN Jersey is obliged under Jersey law to indemnify the three directors as an implied term of their employment contracts. IFG is obliged under the SPA to indemnify FN Jersey and FN Group for liabilities arising from litigation concerning pre-completion events, and the notice and quantification requirements under the SPA were satisfied.

Parties
Claimant: First Names (Jersey) Limited; Claimant: First Names Group Limited; Defendant: IFG Group PLC
Jurisdiction
England and Wales
Judgment Date
24 November 2017
Procedural Posture
Commercial Claim / Judgment After Trial
Outcome
Claimants succeed
Legal Topics
Indemnity, Implied Terms, Share Purchase Agreement, Employment Contracts
Commercial Law Contract Law Indemnity Implied Terms Share Purchase Agreement Employment Contracts

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 1 Party arguments 2 Amounts and remedies 2
Sign in to unlock

Parties

First Names (Jersey) Limited

Claimant

First Names Group Limited

Claimant

IFG Group PLC

Defendant

Procedural Posture

Commercial Claim / Judgment After Trial

Legal Issues

  1. 1 Whether FN Jersey is obliged under Jersey law to indemnify its employees who served as directors of Ignition.
  2. 2 Whether IFG is obliged under the SPA to indemnify FN Jersey or FN Group for liabilities arising from pre-completion events.
  3. 3 Whether notice requirements and quantification under the SPA and Schedule 5 were satisfied.

Ratio Decidendi

FN Jersey is obliged under Jersey law to indemnify the three directors as an implied term of their employment contracts. IFG is obliged under the SPA to indemnify FN Jersey and FN Group for liabilities arising from litigation concerning pre-completion events, and the notice and quantification requirements under the SPA were satisfied.

Court Disposition

Claimants succeed