Aviva PLC v Litani LLC
Litani LLC's request for Aviva Plc's register of members is not shown to be for an improper purpose under section 117 of the Companies Act 2006. The purpose is commercial but not exploitative, oppressive, or valueless; the offer is lawful, clear, and subject to regulatory approval; and the existence of better alternatives does not render the purpose improper. The application by Aviva Plc is therefore dismissed.
- Parties
- Claimant: Aviva Plc; Defendant: Litani LLC
- Jurisdiction
- England and Wales
- Judgment Date
- 12 January 2025
- Procedural Posture
- Part 8 Claim (companies Act 2006, S.117) / Final Judgment After Hearing of Application
- Outcome
- Application dismissed
- Legal Topics
- Register of Members, Proper Purpose Test, Disclosure of Personal Data, Mini Tender Offers, Shareholder Rights
Case Brief
Summary, issues, holding and outcome
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Parties
Aviva Plc
Claimant
Litani LLC
Defendant
Procedural Posture
Part 8 Claim (companies Act 2006, S.117) / Final Judgment After Hearing of Application
Legal Issues
- 1 Whether Litani LLC's request for Aviva Plc's register of members is sought for a proper purpose under section 117 of the Companies Act 2006
- 2 Whether Aviva Plc should be directed not to comply with the request
Ratio Decidendi
Litani LLC's request for Aviva Plc's register of members is not shown to be for an improper purpose under section 117 of the Companies Act 2006. The purpose is commercial but not exploitative, oppressive, or valueless; the offer is lawful, clear, and subject to regulatory approval; and the existence of better alternatives does not render the purpose improper. The application by Aviva Plc is therefore dismissed.
Court Disposition
Application dismissed
Orders
- Aviva Plc's application for a direction not to comply with Litani LLC's request is dismissed.
Full Case Text
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