Sotiris Christophi & Ors v RP Design and Construction Limited & Ors

Sotiris Christophi & Ors v RP Design and Construction Limited & Ors

The original arrangement between Mr Christophi and Dr Kaushal was a loan, not a trust or shareholding. No express or constructive trust of shares in RPD existed. A binding agreement was reached in March 2023 for Mr Christophi to receive 25% of shares and repayment of capital lent, which superseded any earlier arrangement. No terms beyond those expressly agreed could be implied into the loan. Claims for breach of trust, knowing receipt, and dishonest assistance fail in absence of a trust.

Parties
Claimant: Mr Sotiris Christophi; Claimant: Mrs Katerina Christophi; Claimant: Dawson Brown Limited; Defendant: RP Design and Construction Limited; Defendant: Mr Rakesh Punj; Defendant: Dr Sanjay Kaushal; Defendant: KIG Estate Limited; Defendant: Mr Besnik Ademaj; Defendant: BBB Future Build Limited
Jurisdiction
England and Wales
Judgment Date
16 July 2025
Procedural Posture
Civil / Final Judgment
Outcome
claims dismissed
Legal Topics
Constructive Trust, Express Trust, Knowing Receipt, Dishonest Assistance, Loan Agreements, Shareholding Disputes, Breach of Trust, Equitable Compensation
Trusts Company Law Contract Law Constructive Trust Express Trust Knowing Receipt Dishonest Assistance Loan Agreements +3 more

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Parties

Mr Sotiris Christophi

Claimant

Mrs Katerina Christophi

Claimant

Dawson Brown Limited

Claimant

RP Design and Construction Limited

Defendant

Mr Rakesh Punj

Defendant

Dr Sanjay Kaushal

Defendant

KIG Estate Limited

Defendant

Mr Besnik Ademaj

Defendant

BBB Future Build Limited

Defendant

Procedural Posture

Civil / Final Judgment

Legal Issues

  1. 1 Nature of oral agreement between Mr Christophi and Dr Kaushal regarding funding and shareholding in RP Design and Construction Limited
  2. 2 Whether there was an express or constructive trust of shares in RPD
  3. 3 Role of Mr Punj in the arrangements

Ratio Decidendi

The original arrangement between Mr Christophi and Dr Kaushal was a loan, not a trust or shareholding. No express or constructive trust of shares in RPD existed. A binding agreement was reached in March 2023 for Mr Christophi to receive 25% of shares and repayment of capital lent, which superseded any earlier arrangement. No terms beyond those expressly agreed could be implied into the loan. Claims for breach of trust, knowing receipt, and dishonest assistance fail in absence of a trust.

Court Disposition

claims dismissed