Kama Aviation Company Ltd v Deir & Ors

Kama Aviation Company Ltd v Deir & Ors

'Net profits' under the 2003 Agreement means revenue from all commercial charter income less variable costs, not fixed costs, and does not include profits from private flights. Mr Deir is not entitled to commission on the sale of the Boeing 727, as the agreement does not cover sales and there was no separate agreement for such commission. The Lasham payment was a secret profit for which Mr Deir must account to Kama.

Parties
Claimant: Kama Aviation Company Ltd; Defendant/part 20 Claimant: Zaher Nicola Jeries Deir; Defendant: Jet Connections Ltd; Part 20 Defendant: Fahad Bin Saleh Mohammed Al Athel
Jurisdiction
England and Wales
Judgment Date
28 May 2010
Procedural Posture
Civil (contract/employment/agency) / Judgment After Full Trial
Outcome
Judgment for Claimant in part; counterclaim allowed in part; secret profit claim allowed.
Legal Topics
Interpretation of Contracts, Secret Profits, Commission Entitlement, Fiduciary Duties
Contract Law Employment Law Agency Law Interpretation of Contracts Secret Profits Commission Entitlement Fiduciary Duties

Case Brief

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Parties

Kama Aviation Company Ltd

Claimant

Zaher Nicola Jeries Deir

Defendant/part 20 Claimant

Jet Connections Ltd

Defendant

Fahad Bin Saleh Mohammed Al Athel

Part 20 Defendant

Procedural Posture

Civil (contract/employment/agency) / Judgment After Full Trial

Legal Issues

  1. 1 How should 'net profits' be calculated under the 2003 Agreement for commission purposes?
  2. 2 Is Mr Deir entitled to commission on the sale of the Boeing 727?
  3. 3 Did Mr Deir make a secret profit from Lasham payments and must he account for it?

Ratio Decidendi

'Net profits' under the 2003 Agreement means revenue from all commercial charter income less variable costs, not fixed costs, and does not include profits from private flights. Mr Deir is not entitled to commission on the sale of the Boeing 727, as the agreement does not cover sales and there was no separate agreement for such commission. The Lasham payment was a secret profit for which Mr Deir must account to Kama.

Court Disposition

Judgment for Claimant in part; counterclaim allowed in part; secret profit claim allowed.

Orders

  • Mr Deir (or Jet Connections) to pay Kama USD 72,500 plus interest for retained commission on Boeing sale.
  • Mr Deir to pay Kama USD 40,000 plus interest for secret profit from Lasham payment.