Meadow Designs Limited & Ors. v Rishco Leisure Limited & Anor.

Meadow Designs Limited & Ors. v Rishco Leisure Limited & Anor.

The injunction order should not be discharged entirely despite breaches of duty by the Claimants; instead, it should be amended to reduce its scope, reflecting the seriousness of breaches but also the balance of convenience and proprietary interests. The American Cyanamid test is satisfied for a cut-down injunction limited to RLL shares, with carve-outs for ordinary business and SHA rights. Appointment of Accura as auditor of RLL and provision of limited financial information are warranted; appointment of Mr Ingrao as director of subsidiaries is not. Costs order from 13 May is discharged and costs will be penalised against the Claimants.

Parties
Claimant: Meadow Designs Limited; Claimant: Rainmead Ltd.; Claimant: Tiderealm Ltd; Claimant: Templebarn Ltd; Claimant: Julian Lewis Tendler; Defendant: Rishco Leisure Limited; Defendant: Jason Marc Rishover
Jurisdiction
England and Wales
Judgment Date
22 August 2022
Procedural Posture
Civil / Interlocutory Application Ruling
Outcome
Injunction order varied and scope reduced; mandatory orders partly granted; costs order discharged.
Legal Topics
Interim Injunctions, Joint Venture Disputes, Shareholder Rights, Breach of Contract, Full and Frank Disclosure, Costs Orders
Commercial Law Company Law Equity Interim Injunctions Joint Venture Disputes Shareholder Rights Breach of Contract Full and Frank Disclosure +1 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 3 Authorities cited 23 Party arguments 2 Amounts and remedies 8
Sign in to unlock

Parties

Meadow Designs Limited

Claimant

Rainmead Ltd.

Claimant

Tiderealm Ltd

Claimant

Templebarn Ltd

Claimant

Julian Lewis Tendler

Claimant

Rishco Leisure Limited

Defendant

Jason Marc Rishover

Defendant

Procedural Posture

Civil / Interlocutory Application Ruling

Legal Issues

  1. 1 Whether the injunction order should be discharged or varied
  2. 2 Whether the duty of full and frank disclosure was breached
  3. 3 Whether breaches of undertakings and procedural rules justify discharge

Ratio Decidendi

The injunction order should not be discharged entirely despite breaches of duty by the Claimants; instead, it should be amended to reduce its scope, reflecting the seriousness of breaches but also the balance of convenience and proprietary interests. The American Cyanamid test is satisfied for a cut-down injunction limited to RLL shares, with carve-outs for ordinary business and SHA rights. Appointment of Accura as auditor of RLL and provision of limited financial information are warranted; appointment of Mr Ingrao as director of subsidiaries is not. Costs order from 13 May is discharged and costs will be penalised against the Claimants.

Court Disposition

Injunction order varied and scope reduced; mandatory orders partly granted; costs order discharged.

Orders

  • Injunction limited to RLL shares, with carve-outs for ordinary business and SHA rights
  • Appointment of Accura as auditor of RLL