Nectrus Ltd v UCP PLC [2021] EWCA Civ 57 (21 January 2021)

Nectrus Ltd v UCP PLC [2021] EWCA Civ 57 (21 January 2021)

The rule against reflective loss does not apply to claims by ex-shareholders; UCP's claim was a free-standing breach of contract claim and not made in its capacity as shareholder. The process for refusing permission to appeal was fair, as Nectrus had the opportunity to make submissions and failed to request further time. The application to reopen did not meet the stringent requirements of CPR 52.30, as there was no critical undermining of the litigation process nor a powerful probability that the decision would have been different.

Citation
[2021] EWCA Civ 57
Parties
Applicant: Nectrus Ltd; Respondent: UCP PLC
Jurisdiction
England and Wales
Judgment Date
21 January 2021
Procedural Posture
Civil Appeal / Application to Reopen Refusal of Permission to Appeal Under CPR 52.30
Outcome
Application dismissed
Legal Topics
Reflective Loss, Shareholder Claims, Reopening Appeals, Finality of Litigation, Breach of Contract
Company Law Civil Procedure Reflective Loss Shareholder Claims Reopening Appeals Finality of Litigation Breach of Contract

Case Brief

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Parties

Nectrus Ltd

Applicant

UCP PLC

Respondent

Procedural Posture

Civil Appeal / Application to Reopen Refusal of Permission to Appeal Under CPR 52.30

Legal Issues

  1. 1 Whether the rule against reflective loss applies to claims by ex-shareholders
  2. 2 Whether the refusal of permission to appeal should be reopened under CPR 52.30
  3. 3 Whether there was a breach of natural justice in the refusal process

Ratio Decidendi

The rule against reflective loss does not apply to claims by ex-shareholders; UCP's claim was a free-standing breach of contract claim and not made in its capacity as shareholder. The process for refusing permission to appeal was fair, as Nectrus had the opportunity to make submissions and failed to request further time. The application to reopen did not meet the stringent requirements of CPR 52.30, as there was no critical undermining of the litigation process nor a powerful probability that the decision would have been different.

Court Disposition

Application dismissed

Orders

  • Application to reopen refusal of permission to appeal under CPR 52.30 is refused.
  • No further submissions or extensions of time granted.