Seaton Management Limited v Stephen Henry Evans-Jones
[2024] EWHC 1883 (Ch)
Vanessa Tanfield & Anor v Meadowbrook Montessori Ltd
16 July 2024
[2024] EWHC 1759 (Ch)
High Court
A school was sued for unpaid rent. The landlord illegally kicked the school out before the case, causing big problems. The court said the landlord had to pay the school way more money than the school owed in rent. The lawsuit against the school was dropped.
Key Facts
- •Meadowbrook Montessori Ltd (the Company) ran a school from leased premises.
- •A winding-up petition was presented against the Company by Vanessa Tanfield (as executor of Paul Watkins' estate) and Denton & Co Trustees Ltd (the Petitioners).
- •The petition debt was primarily for alleged rent arrears, totaling £167,593.41.
- •The Company disputed the debt, claiming the majority represented a disguised purchase price for the Company's shares.
- •Before the petition's hearing, the Petitioners purportedly forfeited the lease and locked the school out, causing significant disruption.
- •The Company applied for relief from sanctions due to late filing of evidence.
Legal Principles
Relief from sanctions
CPR 3.9 and Denton v TH White Ltd [2014] EWCA Civ 90
Dismissal of winding-up petition for bona fide dispute
Re a Company (No 0012209 of 1991) [1992] BCLC 865; Coilcolour v Camtrex [2015] EWHC 3202
Unlawful forfeiture of lease
Woodfall, paragraphs 7.110, 17.120; Phillips v Bridge (1873-4) LR 9 CP 48; Doe d. Scholefield v Alexander (1814) 2 M & S 525
Damages for unlawful forfeiture
Clerk & Lindsell, paragraph 18-65; Bocardo SA v Star Energy UK Onshore Ltd [2010] UKSC 35; Rookes v Barnard [1964] AC 1129; Drane v Evangelou [1978] 1 WLR 455
Waiver of right to forfeit
Expert Clothing Service Sales Ltd v Hillgate House Ltd 1986 1 Ch 340
Outcomes
Relief from sanctions granted to the Company.
The court found the breach was serious but not significant given the Petitioners' decision not to seek an adjournment. While no 'good reason' for the delay was found, denying relief would be unjust and disproportionate, considering the Petitioners' knowledge of the cross-claim and their failure to seek an adjournment.
Winding-up petition dismissed.
The Company demonstrated a bona fide dispute on substantial grounds regarding the majority of the petition debt and a strongly arguable cross-claim for unlawful forfeiture exceeding the petition debt. The court considered the Petitioners' conduct in unlawfully forfeiting the lease, causing significant harm to the Company.
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