Nash & Ors v Lygren & Ors

Nash & Ors v Lygren & Ors

The acts of proposing, convening, and maintaining resolutions and meetings to remove directors were deliberate steps seeking removal, in breach of the injunction. The respondents' arguments as to interpretation were rejected as specious, and the breaches were found to be wilful and serious. The individual directors were personally liable for contempt as they participated in or failed to prevent the breaches.

Parties
Applicant: Trevor Nash; Applicant: Ira Magaziner; Applicant: Alpha Whiskey Echo LLC; Respondent: Atle Lygren; Respondent: Procedo Enterprises Establissement; Respondent: Dr Ernst Walch
Jurisdiction
England and Wales
Judgment Date
17 November 2020
Procedural Posture
Contempt of Court Application (civil) / Judgment on Contempt Application and Sanction
Outcome
Respondents found guilty of contempt of court; fines imposed.
Legal Topics
Contempt of Court, Interim Injunctions, Directors' Duties, Shareholder Agreements
Civil Procedure Company Law Contempt of Court Interim Injunctions Directors' Duties Shareholder Agreements

Case Brief

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Parties

Trevor Nash

Applicant

Ira Magaziner

Applicant

Alpha Whiskey Echo LLC

Applicant

Atle Lygren

Respondent

Procedo Enterprises Establissement

Respondent

Dr Ernst Walch

Respondent

Procedural Posture

Contempt of Court Application (civil) / Judgment on Contempt Application and Sanction

Legal Issues

  1. 1 Whether the respondents breached the terms of an interim injunction by taking steps to remove directors contrary to a court order
  2. 2 Whether the acts of proposing, convening, and adjourning meetings to remove directors constitute 'steps' in breach of the injunction
  3. 3 Whether the individual directors are personally liable for contempt for acts done by the company

Ratio Decidendi

The acts of proposing, convening, and maintaining resolutions and meetings to remove directors were deliberate steps seeking removal, in breach of the injunction. The respondents' arguments as to interpretation were rejected as specious, and the breaches were found to be wilful and serious. The individual directors were personally liable for contempt as they participated in or failed to prevent the breaches.

Court Disposition

Respondents found guilty of contempt of court; fines imposed.

Orders

  • Fine of £25,000 each imposed on Atle Lygren and Dr Ernst Walch.
  • Fine of £100,000 imposed on Procedo Enterprises Establissement.