UCP Plc v Nectrus Ltd [2019] EWHC 3274 (Comm) (29 November 2019)

UCP Plc v Nectrus Ltd [2019] EWHC 3274 (Comm) (29 November 2019)

The reflective loss principle does not bar UCP's claim as it was not a shareholder at the time proceedings were commenced; UCP's loss would not be made good by Candor pursuing its own claim. Recovery costs incurred in mitigation of loss due to Nectrus's breach are recoverable as damages.

Citation
[2019] EWHC 3274 (Comm)
Parties
Claimant: UCP PLC; Defendant: Nectrus Limited
Jurisdiction
England and Wales
Judgment Date
29 November 2019
Procedural Posture
Commercial Court Claim / Quantum Assessment Following Liability Judgment
Outcome
Claim allowed
Legal Topics
Reflective Loss, Mitigation of Damages, Recovery of Legal Costs, Shareholder Claims
Contract Law Company Law Reflective Loss Mitigation of Damages Recovery of Legal Costs Shareholder Claims

Case Brief

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Parties

UCP PLC

Claimant

Nectrus Limited

Defendant

Procedural Posture

Commercial Court Claim / Quantum Assessment Following Liability Judgment

Legal Issues

  1. 1 Whether UCP's claim for lost deposits is barred by the reflective loss principle
  2. 2 Whether recovery costs are recoverable as damages
  3. 3 Whether the reflective loss principle applies to ex-shareholders

Ratio Decidendi

The reflective loss principle does not bar UCP's claim as it was not a shareholder at the time proceedings were commenced; UCP's loss would not be made good by Candor pursuing its own claim. Recovery costs incurred in mitigation of loss due to Nectrus's breach are recoverable as damages.

Court Disposition

Claim allowed

Orders

  • Nectrus to pay UCP £5,837,920.37 for lost deposits
  • Nectrus to pay UCP £2,662,115.10 for recovery costs