McTear & Anor v Engelhard & Ors

McTear & Anor v Engelhard & Ors

The court found no evidence of a binding agreement for management charges between BWL and EHL, and the directors failed to consider BWL's interests or conflicts of interest, breaching fiduciary and statutory duties. The accounting adjustment post-administration was an improper exercise of management power without administrator consent. The plea of estoppel failed as there was no agreed or common assumption or representation by the Claimants. Judgment was entered for the Claimants for the sums claimed.

Parties
Claimant: Andrew Ian McTear; Claimant: Christopher Kenneth Williams; Defendant: Michael Conrad Engelhard; Defendant: Maria Elizabeth Risby; Defendant: Anna Marie Engelhard; Defendant: Sylvia Patricia Engelhard; Defendant: Natasha Risby; Defendant: Anna Marie Engelhard as the personal representative of Paul Siegfried Engelhard (deceased); Defendant: Engelhard Holdings Limited
Jurisdiction
England and Wales
Judgment Date
10 April 2014
Procedural Posture
Civil / Judgment After Trial
Outcome
Judgment for the Claimants
Legal Topics
Directors' Duties, Breach of Fiduciary Duty, Company Administration, Inter Company Transactions, Estoppel, Quantum Meruit, Preferences in Insolvency
Company Law Insolvency Fiduciary Duties Directors' Duties Breach of Fiduciary Duty Company Administration Inter Company Transactions Estoppel +2 more

Case Brief

Summary, issues, holding and outcome

More case intelligence is available

Unlock the full research layer for this judgment.

Full judgment text Downloadable case file Legal principles 6 Authorities cited 16 Party arguments 2 Amounts and remedies 3
Sign in to unlock

Parties

Andrew Ian McTear

Claimant

Christopher Kenneth Williams

Claimant

Michael Conrad Engelhard

Defendant

Maria Elizabeth Risby

Defendant

Anna Marie Engelhard

Defendant

Sylvia Patricia Engelhard

Defendant

Natasha Risby

Defendant

Anna Marie Engelhard as the personal representative of Paul Siegfried Engelhard (deceased)

Defendant

Engelhard Holdings Limited

Defendant

Procedural Posture

Civil / Judgment After Trial

Legal Issues

  1. 1 Whether payments by BWL to EHL constituted loans or payments for management services
  2. 2 Whether directors breached fiduciary and statutory duties to BWL
  3. 3 Whether accounting adjustments post-administration were improper

Ratio Decidendi

The court found no evidence of a binding agreement for management charges between BWL and EHL, and the directors failed to consider BWL's interests or conflicts of interest, breaching fiduciary and statutory duties. The accounting adjustment post-administration was an improper exercise of management power without administrator consent. The plea of estoppel failed as there was no agreed or common assumption or representation by the Claimants. Judgment was entered for the Claimants for the sums claimed.

Court Disposition

Judgment for the Claimants

Orders

  • Defendants to pay £412,739.17 to the Claimants as a debt due from EHL to BWL
  • Directors liable in damages for breach of fiduciary duty and improper exercise of management power