The Secretary of State for Business and Trade against Kamyar Shokat Sadri (Sheriff Court Civil) [2026] SCABE 19 (15 April 2025)

The Secretary of State for Business and Trade against Kamyar Shokat Sadri (Sheriff Court Civil) [2026] SCABE 19 (15 April 2025)

The court found that the defender, between 28 December 2017 and 24 May 2019, assumed the status, responsibility, and duties of a de facto director of the company, was in effective control of its governance and management, and held himself out as such to third parties. This conduct was in breach of the disqualification undertaking and constituted misconduct under section 6 of the Company Directors Disqualification Act 1986, rendering him unfit to be a director or to be concerned in the management of a company. A disqualification order for 12 years was warranted given the nature and duration of the misconduct.

Citation
[2026] SCABE 19
Parties
Pursuer: The Secretary of State for Business and Trade; Defender: Kamyar Shokat Sadri
Jurisdiction
Scotland
Judgment Date
15 April 2025
Procedural Posture
Summary Application (civil) Under Company Directors Disqualification Act 1986 / Final Judgment After Proof (trial)
Outcome
Disqualification order granted against the defender for 12 years; expenses awarded to the pursuer.
Legal Topics
Director Disqualification, De Facto Directorship, Breach of Disqualification Undertaking, Corporate Governance, Insolvency Proceedings
Company Law Insolvency Law Regulatory Law Director Disqualification De Facto Directorship Breach of Disqualification Undertaking Corporate Governance Insolvency Proceedings

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Parties

The Secretary of State for Business and Trade

Pursuer

Kamyar Shokat Sadri

Defender

Procedural Posture

Summary Application (civil) Under Company Directors Disqualification Act 1986 / Final Judgment After Proof (trial)

Legal Issues

  1. 1 Whether the defender acted as a de facto director or was concerned in the management of a company while subject to a disqualification undertaking under the Company Directors Disqualification Act 1986
  2. 2 Whether such conduct constituted a breach of the undertaking and misconduct under section 6 of the Act
  3. 3 Whether the defender is unfit to be a director or to be concerned in the management of a company

Ratio Decidendi

The court found that the defender, between 28 December 2017 and 24 May 2019, assumed the status, responsibility, and duties of a de facto director of the company, was in effective control of its governance and management, and held himself out as such to third parties. This conduct was in breach of the disqualification undertaking and constituted misconduct under section 6 of the Company Directors Disqualification Act 1986, rendering him unfit to be a director or to be concerned in the management of a company. A disqualification order for 12 years was warranted given the nature and duration of the misconduct.

Court Disposition

Disqualification order granted against the defender for 12 years; expenses awarded to the pursuer.

Orders

  • A disqualification order under section 6(1) of the Company Directors Disqualification Act 1986 is granted against the defender for a period of twelve (12) years, prohibiting him from being a director, acting as a receiver, or being concerned or taking part in the promotion, formation, or management of a company...
  • The period of disqualification will begin at the end of 21 days from the date of the interlocutor.