Search judgments by proposition, citation, court, judge or legal topic, then move directly into the source-grounded case analysis.
Results update automatically as you type.
England and Wales decisions
Decisions matching the current search
The High Court dismissed a section 994 unfair prejudice petition concerning Liberas Solutions Ltd, finding the challenged payments, banking controls and consultant arrangements were justified.
The Privy Council held that directors breached fiduciary duties by transferring company assets to themselves without authority. The Duomatic principle did not validate the payments.
Mr Haq failed to account for impugned payments and cash withdrawals, breached statutory and fiduciary duties, and is liable to repay the sums claimed as he did not provide evidence to justify the payments or invoke valid statutory relief.
Source excerpt
Official Receiver v Haq (Re Wifime Ltd) [2025] EWHC 485 (Ch) (07 March 2025)
The High Court held that Wifime’s sole director failed to account for company funds, upheld the director’s loan account claim, and rejected Duomatic and s.1157 relief.
The articles of association were amended by conduct by 1990, entitling each registered unit owner to appoint one director by notice to the company. The claimants were entitled to be entered on the register of members as joint holders of one ordinary share in respect of Unit 3, and to appoint Mr Lawson as director. The board meeting of 28 November 2018 was validly convened and its resolutions validly passed. The purported resolutions of June and November 2021 were invalid and of no effect. The directors' power to refuse registration of the share transfer was lost due to delay beyond the statut…
Source excerpt
The court found that Mr Haggart, as sole director and shareholder, had not made a decision, nor entered into an agreement, nor come to a view that the Company would allocate shares to the First to Sixth Defendants or appoint the First and Second Defendants as directors at the time the filings were made. He was not aware of the filings until months later. Therefore, the requirements of the Articles and the Duomatic principle were not satisfied. The appointments and share allotments were invalid and ineffective.
Source excerpt
Tonstate Group Ltd & Ors v Rosling King LLP [2024] EWHC 2005 (Ch) (31 July 2024)
The High Court rejected Rosling King LLP’s attempt to challenge the Duomatic ruling and left the claimants’ professional negligence claims to proceed to trial.
The High Court dismissed Rosling King LLP’s strike-out and summary judgment applications, and allowed parts of its Defence challenging the Duomatic point to be struck out.
Clarke & Anor v Lakha & Ors (Re Bramber Road Management Ltd and Companies Act 2006) [2024] EWHC 51 (Ch) (18 January 2024)
The High Court held that Bramber Road Management Ltd’s articles had been amended by conduct to let each registered member appoint one director by notice.
Haggart & Anor v Burgess & Ors [2023] EWHC 2538 (Ch) (11 October 2023)
The High Court held that Mr Haggart did not agree to the Burgess family’s director appointments or share allotments, so the filings were invalid.
Explore more
