Directors’ duties to disclose conflicts of interest: Fairford Water Ski Club v Cohoon & Craig Cohoon Watersports [2021] EWCA Civ 143 – Guildhall Chambers

‘On 9 February 2021, the Court of Appeal unanimously allowed Mr Cohoon and Craig Cohoon Watersports’ (“Watersports”) appeal against the decision of His Honour Judge Russen QC at first instance ([2020] EWHC 290 (Comm)).’

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Guildhall Chambers, 15th February 2021

Source: www.guildhallchambers.co.uk

Documents on CEO’s personal phone should be disclosed, court rules – OUT-LAW.com

‘The terms of a contractual agreement between a CEO and his company mean material held on a personal mobile phone should be disclosed in litigation the company is involved in, the High Court of England has ruled.’

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OUT-LAW.com, 8th February 2021

Source: www.pinsentmasons.com

Court of Appeal Considers ‘Lost Years’ Claims in Head v The Culver Heating Co Ltd – Ropewalk Chambers

‘In a judgment handed down on 18 January 2021 in Head v The Culver Heating Co Ltd [2021] EWCA Civ 34, the Court of Appeal unanimously allowed an appeal against the decision of HHJ Melissa Clarke dismissing the Claimant’s “lost years” claim. The judge had dismissed the claim on the basis that the Claimant’s income derived from his successful family business, the profitability of which would continue after his death such that there was no loss. In the Court of Appeal, however, Bean LJ (with whom Males and Andrews LJJ agreed) held that the Claimant’s income was the product of his hard work and flair as opposed to a return on passive investment, such that it should be treated as earnings rather than investment income and was thus recoverable in the “lost years” claim.’

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Ropewalk Chambers, 19th January 2021

Source: www.ropewalk.co.uk

Court of Appeal dismisses appeal by company director over £99k penalties for breaches of HMO regulations, non-compliance with enforcement notices – Local Government Lawyer

‘The Court of Appeal has rejected a company director’s appeal over penalties amounting to £99,000 imposed by the Upper Tribunal for breaches of regulations covering houses in multiple occupation (HMOs), and non-compliance with enforcement notices.’

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Local Government Lawyer, 13th January 2021

Source: www.localgovernmentlawyer.co.uk

Legal bid launched to ban ex-Carillion directors from top boardroom roles – The Guardian

Posted January 14th, 2021 in company directors, disqualification, insolvency, news, public interest by tracey

‘The UK government has launched a legal bid to ban eight former Carillion directors from holding senior boardroom positions, almost three years on from the collapse of the outsourcing business.’

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The Guardian, 13th January 2021

Source: www.theguardian.com

Legal Professional Privilege: Breach of a Company Director’s Duties and the Iniquity Exception in Practice – Exchange Chambers

‘LPP has been described as “a fundamental condition on which the administration of justice as a whole rests” (R v Derby Magistrates’ Court, Ex p B [1996] AC 487, 507). In the last few years there has been a significant amount of litigation relating to documents subject to LPP (see for instance Sports Direct International plc v Financial Reporting Council [2020] EWCA Civ 177 and Addlesee v Dentons Europe LLP [2019] EWCA Civ 1600). This is perhaps not surprising given how valuable and sensitive such documents will be in any litigation or investigation by a regulator. Each of these cases tests the boundaries of LPP. The recent decision of Tom Leech QC sitting as a judge of the High Court in Barrowfen is one such decision and particularly important for those who advise directors or are bringing or defending a claim against directors. Barrowfen is an important decision on the iniquity exception in the context of allegations of breaches by a director of his statutory duties under the Companies Act 2006.’

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Exchange Chambers, 4th January 2021

Source: www.exchangechambers.co.uk

Judge fines trio who provided unregulated legal advice – Legal Futures

Posted January 7th, 2021 in company directors, compensation, fines, immigration, legal services, news by tracey

‘Directors from two legal businesses which generated £2.5m in fees by providing unregulated immigration advice have been fined nearly £17,000 and ordered to pay over £28,000 in compensation.’

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Legal Futures, 7th January 2021

Source: www.legalfutures.co.uk

Leicester garment factory bosses banned from running businesses for more than 400 years – The Guardian

Posted September 4th, 2020 in company directors, fraud, HM Revenue & Customs, insolvency, news, taxation by sally

‘Directors of clothing manufacturers in Leicester have been struck off for a combined total of more than 400 years in cases costing HMRC millions, data shared with the Guardian reveals.’

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The Guardian, 3rd September 2020

Source: www.theguardian.com

What is a ‘Fit and Proper Person’? – 25 Bedford Row

Posted August 10th, 2020 in chambers articles, company directors, news, sport by sally

‘In this article, Simon Pentol QC examines the flaws in the process that scrutinises the suitability of football club owners and proposes a 10-point plan of revisions.’

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25 Bedford Row, 6th August 2020

Source: www.25bedfordrow.com

Company Director Disqualification in the Criminal Courts – Henderson Chambers

‘Criminal courts have sweeping powers to disqualify directors arising from prosecutions for regulatory crime, with far-reaching consequences for companies and individuals. This Alerter provides an essential guide for practitioners to approaching director’s disqualification orders at a time when the HSE, Environment Agency and other regulators show a growing appetite to prosecute individuals.’

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Henderson Chambers, 29th April 2020

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Directors Disqualification: Applying for Permission to Act During the Corona Pandemic – Radcliffe Chambers

‘On 6 April 2020 the Temporary Insolvency Practice Direction (“TIPD”) came into force. On 7 April 2020 the guidance note issued by Chief ICCJ Briggs confirmed that, for the purposes of TIPD, applications under section 17 Company Directors Disqualification Act 1986 are deemed urgent.’

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Radcliffe Chambers, 17th April 2020

Source: radcliffechambers.com

Directors disqualified after abandoning care homes, diverting council funds – Local Government Lawyer

‘The directors of two care homes in the Midlands have been disqualified after they diverted council funds before abandoning elderly residents and staff, the Insolvency Services has revealed.’

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Local Government Lawyer, 31st March 2020

Source: www.localgovernmentlawyer.co.uk

In-house lawyer facilitated sham £16m property schemes – Legal Futures

‘A solicitor who acted as head of legal and a “puppet director” for a variety of companies involved in sham £16m property schemes has been struck off.’

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Legal Futures, 1st April 2020

Source: www.legalfutures.co.uk

Case highlights need for certainty in out of hours administration appointments – OUT-LAW.com

‘The High Court ruled that it is not permissible for a notice of appointment of administrators by the directors of a company to be e-filed out of court hours. The court ruled that the defect was curable and that the appointment took effect at the time the court opened for business the next working day. This judgment adds to the growing number of conflicting cases about the validity and time of the appointment when notices are e-filed out of hours.

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OUT-LAW.com, 6th March 2020

Source: www.pinsentmasons.com

Oh! What a tangled web we weave… – Nearly Legal

Posted March 4th, 2020 in company directors, damages, fines, housing, landlord & tenant, licensing, news by sally

‘In the case of Lifestyle Club Ltd, and its director, Gian Paulo Aliatis, that is what eventually happened in August 2019, with a £42,273 penalty in fines and costs (despite their policy of targeting overseas students as potential tenants on the basis that they wouldn’t understand the legal problems – this targeting is standard for all these ‘accommodation club’ companies). Unsurprisingly, Lifestyle Club Ltd opted for voluntary strike off of the Companies House register during the prosecution, in February 2019.’

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Nearly Legal, 3rd March 2020

Source: nearlylegal.co.uk

The expansion of a director duty to act in the interests of the company – Hardwicke Chambers

Posted February 26th, 2020 in chambers articles, company directors, news, shareholders by sally

‘A director’s duty to act in good faith in the interests of the company is the cornerstone of a director’s position. This long standing obligation was revamped in the Companies Act 2006 with the introduction of a new requirement that directors should have regard to a package of concerns reflecting what has been described as “enlightened shareholder value”. Following the enactment of section 172 of the Companies Act 2006, when determining what is in the interests of the company, directors are required to look beyond the pursuit of profit and consider various factors and third parties stakeholders who could be affected by the decision.’

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Hardwicke Chambers, 24th February 2020

Source: hardwicke.co.uk

Wife’s guarantee to bank unenforceable due to husband’s undue influence (Syndicate Bank v Dansingani) – 4 New Square

‘Banking & Finance analysis: Ben Archer, barrister, at 4 New Square, examines a High Court decision that a guarantee given by the first defendant company director to secure the company’s liabilities to the claimant bank was enforceable but a similar guarantee given by the second defendant company director, who was the first defendant’s wife, was not enforceable as her execution of it had resulted from his undue influence.’

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4 New Square, 7th February 2020

Source: www.4newsquare.com

High Court rules directors cannot buy assets of their liquidated company on the cheap – Local Government Lawyer

Posted January 30th, 2020 in company directors, company law, compensation, insolvency, news, valuation by tracey

‘The High Court has ruled that company directors cannot buy assets from their liquidated companies at below market value.’

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Local Government Lawyer, 30th January 2020

Source: www.localgovernmentlawyer.co.uk

Director must compensate creditors for cut-price purchase from insolvent company – Law Society’s Gazette

Posted January 23rd, 2020 in company directors, company law, compensation, insolvency, news, valuation by tracey

‘Directors of insolvent companies should not be allowed to buy assets of the business on the cheap, the High Court has ruled. In Systems Building Services Group Limited [2020] EWHC 54 (Ch), the court this week ruled that a director is liable to pay the liquidators of his company money he saved by not placing a house owned by the company on the open market when the company went under.’

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Law Society's Gazette, 22nd January 2020

Source: www.lawgazette.co.uk

Liquidator’s firm liable for opponent’s costs after funding litigation – OUT-LAW.com

Posted January 13th, 2020 in company directors, costs, insolvency, limitations, liquidators, news, third parties by tracey

‘The High Court has characterised a liquidator’s firm as a real party to the litigation which it funded as it stood to make financial gain from the action and was therefore found not to be a pure funder facilitating access to justice.’

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OUT-LAW.com, 10th January 2020

Source: www.pinsentmasons.com