Koza Ltd & Anor v Akcil & Ors [2016] EWHC 3358 (Ch) (21 December 2016)

Koza Ltd & Anor v Akcil & Ors [2016] EWHC 3358 (Ch) (21 December 2016)

Both the Company Law Claim and the Authority Claim fall within Article 24(2) of the Recast Judgments Regulation as they concern the validity of company organs' decisions and the constitution of Koza Ltd. The Authority Claim is inextricably linked to the validity of the s.303 and s.305 Notices and cannot be separated. Koza Altin, by filing a counterclaim seeking relief beyond the Company Law Claim, has submitted to the jurisdiction of the English court for all purposes. The Strike Out Application raises issues inherent in the claim and should not be summarily dismissed; it is appropriate to determine authority as a preliminary issue if necessary.

Citation
[2016] EWHC 3358 (Ch)
Parties
Claimant: Koza Limited; Claimant: Hamdi Akin Ipek; Defendant: Mustafa Akcil; Defendant: Hayrullah Dagistan; Defendant: Mahmut Hikmet Keles; Defendant: Hamza Yanik; Defendant: Arif Yalcin; Defendant: Koza Altin Isletmeleri AS
Jurisdiction
England and Wales
Judgment Date
21 December 2016
Procedural Posture
Company Law Dispute (chancery Division) / Interlocutory Judgment on Jurisdiction, Authority, and Case Management Applications
Outcome
Jurisdiction upheld; Defendants' challenge to jurisdiction dismissed; Koza Altin found to have submitted to jurisdiction by counterclaim; Strike Out Application not summarily dismissed; case management directions to follow.
Legal Topics
Jurisdiction Under Recast Judgments Regulation, Authority to Act for Company/shareholder, Validity of Company Notices and Resolutions, Recognition of Foreign Acts and Public Policy, Submission to Jurisdiction, Strike Out Applications, Injunctions
Company Law Private International Law Civil Procedure Jurisdiction Under Recast Judgments Regulation Authority to Act for Company/shareholder Validity of Company Notices and Resolutions Recognition of Foreign Acts and Public Policy Submission to Jurisdiction +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 4 Authorities cited 18 Party arguments 2 Amounts and remedies 3
Sign in to unlock

Parties

Koza Limited

Claimant

Hamdi Akin Ipek

Claimant

Mustafa Akcil

Defendant

Hayrullah Dagistan

Defendant

Mahmut Hikmet Keles

Defendant

Hamza Yanik

Defendant

Arif Yalcin

Defendant

Koza Altin Isletmeleri AS

Defendant

Procedural Posture

Company Law Dispute (chancery Division) / Interlocutory Judgment on Jurisdiction, Authority, and Case Management Applications

Legal Issues

  1. 1 Whether the English court has exclusive jurisdiction under Article 24(2) of the Recast Judgments Regulation over both the Company Law Claim and the Authority Claim
  2. 2 Whether the Authority Claim falls within Article 24(2)
  3. 3 Whether the Defendants have submitted to the jurisdiction by counterclaim or applications

Ratio Decidendi

Both the Company Law Claim and the Authority Claim fall within Article 24(2) of the Recast Judgments Regulation as they concern the validity of company organs' decisions and the constitution of Koza Ltd. The Authority Claim is inextricably linked to the validity of the s.303 and s.305 Notices and cannot be separated. Koza Altin, by filing a counterclaim seeking relief beyond the Company Law Claim, has submitted to the jurisdiction of the English court for all purposes. The Strike Out Application raises issues inherent in the claim and should not be summarily dismissed; it is appropriate to determine authority as a preliminary issue if necessary.

Court Disposition

Jurisdiction upheld; Defendants' challenge to jurisdiction dismissed; Koza Altin found to have submitted to jurisdiction by counterclaim; Strike Out Application not summarily dismissed; case management directions to follow.

Orders

  • English court has exclusive jurisdiction under Article 24(2) over both claims.
  • Defendants' jurisdiction challenge dismissed.