East-West Logistics LLP v Melars Group Limited

East-West Logistics LLP v Melars Group Limited

The presumption that the centre of main interests is at the registered office in Malta was not rebutted by the Petitioner, as the factors relied upon were not sufficiently objective or ascertainable by third parties to establish that the administration of the Company's interests was conducted elsewhere. The High Court judge erred in his approach to the presumption, ascertainability, and the distinction between administration and business operations. The appeal was dismissed and the winding up order set aside.

Parties
Appellant/petitioner: East-West Logistics LLP; Respondent: Melars Group Limited
Jurisdiction
England and Wales
Judgment Date
28 October 2022
Procedural Posture
Civil Appeal / Appeal From High Court to Court of Appeal
Outcome
Appeal dismissed; winding up order set aside.
Legal Topics
Centre of Main Interests (comi), Jurisdiction in Insolvency Proceedings, Rebuttable Presumption of Registered Office, Ascertainability by Third Parties, Forum Shopping
Insolvency Law Private International Law Centre of Main Interests (comi) Jurisdiction in Insolvency Proceedings Rebuttable Presumption of Registered Office Ascertainability by Third Parties Forum Shopping

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Parties

East-West Logistics LLP

Appellant/petitioner

Melars Group Limited

Respondent

Procedural Posture

Civil Appeal / Appeal From High Court to Court of Appeal

Legal Issues

  1. 1 Whether the presumption that the centre of main interests (COMI) is at the registered office under Article 3(1) of the Recast EU Insolvency Regulation can be rebutted on the facts of this case.
  2. 2 Whether factors relied upon to rebut the presumption must be objective and ascertainable by third parties, and what constitutes such ascertainability.
  3. 3 Whether the High Court judge erred in his approach to the presumption, ascertainability, and the distinction between administration of interests and business operations.

Ratio Decidendi

The presumption that the centre of main interests is at the registered office in Malta was not rebutted by the Petitioner, as the factors relied upon were not sufficiently objective or ascertainable by third parties to establish that the administration of the Company's interests was conducted elsewhere. The High Court judge erred in his approach to the presumption, ascertainability, and the distinction between administration and business operations. The appeal was dismissed and the winding up order set aside.

Court Disposition

Appeal dismissed; winding up order set aside.

Orders

  • The appeal is dismissed.
  • The winding up order against Melars Group Limited is set aside.