Officeserve Technologies Ltd & Anor v Anthony-Mike [2017] EWHC 1920 (Ch) (28 July 2017)

Officeserve Technologies Ltd & Anor v Anthony-Mike [2017] EWHC 1920 (Ch) (28 July 2017)

The settlement agreement, on its true construction, did not bar the company's claims against the respondent as a director; even if it did, the extinguishment of such claims would be void under section 127 of the Insolvency Act 1986 as a disposition of company property made after the presentation of the winding up...

Source-derived case information.

Citation
[2017] EWHC 1920 (Ch)
Parties
Applicant: Officeserve Technologies Ltd (in compulsory liquidation); Applicant: Paul David Wood; Applicant: Simon Robert Haskew; Respondent: Cecil Anthony-Mike
Jurisdiction
England and Wales
Judgment Date
28 July 2017
Procedural Posture
Preliminary Issues in Company Liquidation Application / Judgment on Preliminary Issues
Outcome
Preliminary issues determined in favour of the applicants; settlement agreement does not bar the claims; extinguishment of claims would be void under section 127; no validation granted.
Legal Topics
Interpretation of Settlement Agreements, Section 127 Insolvency Act 1986, Director Duties, Liquidation, Validation of Transactions Post Petition
Insolvency Company Law Contract Interpretation of Settlement Agreements Section 127 Insolvency Act 1986 Director Duties Liquidation Validation of Transactions Post Petition

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Parties

Officeserve Technologies Ltd (in compulsory liquidation)

Applicant

Paul David Wood

Applicant

Simon Robert Haskew

Applicant

Cecil Anthony-Mike

Respondent

Procedural Posture

Preliminary Issues in Company Liquidation Application / Judgment on Preliminary Issues

Legal Issues

  1. 1 Whether section 127 of the Insolvency Act 1986 renders the settlement agreement void
  2. 2 Whether the settlement agreement should be validated by the court if void
  3. 3 Whether the settlement agreement bars the applicants' claims against the respondent

Ratio Decidendi

The settlement agreement, on its true construction, did not bar the company's claims against the respondent as a director; even if it did, the extinguishment of such claims would be void under section 127 of the Insolvency Act 1986 as a disposition of company property made after the presentation of the winding up petition; the court would not validate the extinguishing provisions as it would not be in the interests of the creditors.

Court Disposition

Preliminary issues determined in favour of the applicants; settlement agreement does not bar the claims; extinguishment of claims would be void under section 127; no validation granted.

Orders

  • The claims against the respondent are not barred by the settlement agreement.
  • Any extinguishment of claims by the settlement agreement is void under section 127 of the Insolvency Act 1986.