Cadogan Petroleum Plc & Ors v Tolley & Ors

Cadogan Petroleum Plc & Ors v Tolley & Ors

The proprietary claims in respect of the Smith, GPS, and Ribelant Claims must fail as a matter of law in light of Sinclair Investments (UK) Ltd v Versailles Trade Finance Group plc, which binds the court to hold that bribes and secret commissions are not held on trust for the principal unless the asset was previously the principal's property or derived from an opportunity belonging to the principal. The freezing injunction sum is to be reduced to $22 million. Litigation privilege attached to the interview notes, but privilege was waived by the Claimants' deployment of the substance of the interviews in support of the freezing injunction application, requiring disclosure of the interview...

Parties
Claimant: Cadogan Petroleum PLC; Claimant: Cadogan Petroleum Holdings Limited; Claimant: LLC Astroinvest-Ukraine; Claimant: US Enco Ukraine; Claimant: LLC Cadogan Ukraine; Claimant: Colby Petroleum Limited; Claimant: LLC Gazvydobuvannia; Claimant: LLC Astroinvest-Energy; Claimant: JV Kolomiyska Nafto Gazova Kompaniya Delta; Claimant: OJSC Agronaftogastechservice; Defendant: Mark Tolley; Defendant: Marksman International Limited; Defendant: Natural Resource Limited; Defendant: Vasyl Vivcharyk; Defendant: VPV Oil Investments LLC; Defendant: Smith Eurasia Limited; Defendant: Vladimir Shlimak; Defendant: Sonicgauge Inc; Defendant: Global Process Systems LLC; Defendant: Global Process Systems Inc; Defendant: Clint Elgar; Defendant: Anthony Wright; Defendant: Wayne Goranson; Defendant: AOE Energy Inc; Defendant: Philip March; Defendant: Olga Konoshchuk; Defendant: Ribelant Limited; Defendant: Vitaliy Podolyaka; Defendant: Bohai Energy Services Limited; Defendant: SC Invest Point Consulting Grup SRL
Jurisdiction
England and Wales
Judgment Date
07 September 2011
Procedural Posture
Civil / Interlocutory Applications—summary Judgment, Variation of Freezing Injunction, Disclosure
Outcome
Summary judgment for the Vivcharyk Defendants on proprietary claims; variation of freezing injunction; order for disclosure of interview records.
Legal Topics
Constructive Trusts, Bribes and Secret Commissions, Freezing Injunctions, Litigation Privilege, Waiver of Privilege, Shareholder Rights to Disclosure
Equity and Trusts Civil Procedure Company Law Constructive Trusts Bribes and Secret Commissions Freezing Injunctions Litigation Privilege Waiver of Privilege +1 more

Case Brief

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Parties

Cadogan Petroleum PLC

Claimant

Cadogan Petroleum Holdings Limited

Claimant

LLC Astroinvest-Ukraine

Claimant

US Enco Ukraine

Claimant

LLC Cadogan Ukraine

Claimant

Colby Petroleum Limited

Claimant

LLC Gazvydobuvannia

Claimant

LLC Astroinvest-Energy

Claimant

JV Kolomiyska Nafto Gazova Kompaniya Delta

Claimant

OJSC Agronaftogastechservice

Claimant

Mark Tolley

Defendant

Marksman International Limited

Defendant

Natural Resource Limited

Defendant

Vasyl Vivcharyk

Defendant

VPV Oil Investments LLC

Defendant

Smith Eurasia Limited

Defendant

Vladimir Shlimak

Defendant

Sonicgauge Inc

Defendant

Global Process Systems LLC

Defendant

Global Process Systems Inc

Defendant

Clint Elgar

Defendant

Anthony Wright

Defendant

Wayne Goranson

Defendant

AOE Energy Inc

Defendant

Philip March

Defendant

Olga Konoshchuk

Defendant

Ribelant Limited

Defendant

Vitaliy Podolyaka

Defendant

Bohai Energy Services Limited

Defendant

SC Invest Point Consulting Grup SRL

Defendant

Procedural Posture

Civil / Interlocutory Applications—summary Judgment, Variation of Freezing Injunction, Disclosure

Legal Issues

  1. 1 Whether proprietary claims in respect of alleged bribes and secret commissions can survive in light of Sinclair Investments (UK) Ltd v Versailles Trade Finance Group plc
  2. 2 Whether the maximum sum in the freezing injunction should be altered
  3. 3 Whether litigation privilege applies to interview records and whether privilege has been waived

Ratio Decidendi

The proprietary claims in respect of the Smith, GPS, and Ribelant Claims must fail as a matter of law in light of Sinclair Investments (UK) Ltd v Versailles Trade Finance Group plc, which binds the court to hold that bribes and secret commissions are not held on trust for the principal unless the asset was previously the principal's property or derived from an opportunity belonging to the principal. The freezing injunction sum is to be reduced to $22 million. Litigation privilege attached to the interview notes, but privilege was waived by the Claimants' deployment of the substance of the interviews in support of the freezing injunction application, requiring disclosure of the interview...

Court Disposition

Summary judgment for the Vivcharyk Defendants on proprietary claims; variation of freezing injunction; order for disclosure of interview records.

Orders

  • Summary judgment for the Vivcharyk Defendants on proprietary claims relating to the Smith, GPS, and Ribelant Claims.
  • Proprietary elements of the freezing injunctions deleted.