Wessely & Anor (Liquidators of Laishley Ltd) v White [2018] EWHC 1499 (Ch) (14 June 2018)

Wessely & Anor (Liquidators of Laishley Ltd) v White [2018] EWHC 1499 (Ch) (14 June 2018)

The respondent did not breach his fiduciary duties under sections 171 and 172 of the Companies Act 2006, as he genuinely considered the best interests of the company and its creditors, and acted in good faith based on professional advice. Even if there had been a breach, the applicants failed to prove that any loss was caused by the respondent's actions.

Citation
[2018] EWHC 1499 (Ch)
Parties
Applicants: Francis Wessely and Peter Hughes-Holland (Joint Liquidators of Laishley Limited, in Liquidation); Respondent: Richard White
Jurisdiction
England and Wales
Judgment Date
14 June 2018
Procedural Posture
Insolvency Application for Equitable Compensation for Breach of Fiduciary Duty / Trial Judgment
Outcome
Application dismissed
Legal Topics
Directors' Duties, Breach of Fiduciary Duty, Equitable Compensation, Novation of Contracts, Liquidation, Causation of Loss
Company Law Insolvency Law Directors' Duties Breach of Fiduciary Duty Equitable Compensation Novation of Contracts Liquidation Causation of Loss

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Parties

Francis Wessely and Peter Hughes-Holland (Joint Liquidators of Laishley Limited, in Liquidation)

Applicants

Richard White

Respondent

Procedural Posture

Insolvency Application for Equitable Compensation for Breach of Fiduciary Duty / Trial Judgment

Legal Issues

  1. 1 Whether the respondent breached fiduciary duties as director by executing deeds of release discharging contract rights and obligations
  2. 2 Whether such breach caused loss to the company
  3. 3 Whether the burden of proof shifted to the respondent regarding causation of loss

Ratio Decidendi

The respondent did not breach his fiduciary duties under sections 171 and 172 of the Companies Act 2006, as he genuinely considered the best interests of the company and its creditors, and acted in good faith based on professional advice. Even if there had been a breach, the applicants failed to prove that any loss was caused by the respondent's actions.

Court Disposition

Application dismissed

Orders

  • Application for equitable compensation is dismissed.