King & Ors v Kings Solutions Group Ltd

King & Ors v Kings Solutions Group Ltd

The court struck out those parts of the Points of Claim that repeated or relied on allegations of misrepresentation and economic duress which had been the subject of a discontinued claim, as these arose out of the same or substantially the same facts and no permission had been sought under CPR 38.7. The court also struck out allegations that did not relate to the conduct of the company's affairs or were irrelevant to the relief sought. However, the court declined to strike out allegations that, when viewed in the context of the pleaded 'Campaign' of unfair prejudice, disclosed a sufficient causal link between the impugned conduct and prejudice to the petitioners as members, and which were...

Parties
Petitioner: Anthony King; Petitioner: James Patrick King; Petitioner: Susan May King; Respondent: Kings Solutions Group Limited; Respondent: Primekings Holding Limited; Respondent: Robin Fisher; Respondent: Barry Stiefel; Respondent: Geoffrey Zeidler; Respondent: Kings Security Systems Limited
Jurisdiction
England and Wales
Judgment Date
29 October 2020
Procedural Posture
Unfair Prejudice Petition Under Section 994 Companies Act 2006 / Ruling on Application to Strike Out Parts of Points of Claim
Outcome
Application allowed in part, dismissed in part.
Legal Topics
Unfair Prejudice, Strike Out Applications, Abuse of Process, Shareholder Rights, Case Management
Company Law Civil Procedure Unfair Prejudice Strike Out Applications Abuse of Process Shareholder Rights Case Management

Case Brief

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Parties

Anthony King

Petitioner

James Patrick King

Petitioner

Susan May King

Petitioner

Kings Solutions Group Limited

Respondent

Primekings Holding Limited

Respondent

Robin Fisher

Respondent

Barry Stiefel

Respondent

Geoffrey Zeidler

Respondent

Kings Security Systems Limited

Respondent

Procedural Posture

Unfair Prejudice Petition Under Section 994 Companies Act 2006 / Ruling on Application to Strike Out Parts of Points of Claim

Legal Issues

  1. 1 Whether certain pleaded allegations should be struck out from the Points of Claim in a section 994 petition as not amounting to conduct of the company's affairs, as an abuse of process, or as duplicative of previously discontinued claims; whether the pleaded case discloses a sufficient causal link between alleged conduct and unfair prejudice to the petitioners as members; whether the petitioners are entitled to re-litigate issues previously discontinued or determined in other proceedings.

Ratio Decidendi

The court struck out those parts of the Points of Claim that repeated or relied on allegations of misrepresentation and economic duress which had been the subject of a discontinued claim, as these arose out of the same or substantially the same facts and no permission had been sought under CPR 38.7. The court also struck out allegations that did not relate to the conduct of the company's affairs or were irrelevant to the relief sought. However, the court declined to strike out allegations that, when viewed in the context of the pleaded 'Campaign' of unfair prejudice, disclosed a sufficient causal link between the impugned conduct and prejudice to the petitioners as members, and which were...

Court Disposition

Application allowed in part, dismissed in part.

Orders

  • Paragraphs set out in extracts (1), (3), and (5) of the Appendix to the judgment (certain allegations of misrepresentation, economic duress, and related matters) are struck out from the Points of Claim.
  • Application to strike out paragraphs in extracts (2), (4), and (6) to (14) is dismissed.