Adrian Charles Hyde & Anor v Sukhwinder Todd
[2024] EWHC 1423 (Ch)
Daniel McAteer v Hat & Mitre Plc (in creditors’ voluntary liquidation) & Ors
25 June 2024
[2024] EWHC 1601 (Ch)
High Court
Mr. McAteer tried to stop the sale of a company's assets. The court said he didn't have enough ownership or a good enough reason to do so, even though he had a tiny bit of ownership. He also didn't have any strong legal agreements to support his claim.
Key Facts
- •Appeal against ICCJ Jones' decision dismissing Mr. McAteer's application for intervention in the liquidation of Hat & Mitre Plc.
- •Mr. McAteer lacked standing to bring the application, according to the lower court.
- •Hat & Mitre Plc. owned a substantial property sold for over £7 million.
- •Mr. McAteer acted as an advisor to shareholders Kebbell and Kitchen, who initially supported his rescue plan.
- •Mr. McAteer claimed standing based on an unregistered share transfer, a Memorandum of Understanding (MOU), and an Option Agreement.
- •The lower court dismissed the application, finding Mr. McAteer lacked standing under the Insolvency Act 1986.
- •The appeal focused on procedural irregularities and Mr. McAteer's standing.
Legal Principles
Standing to make applications under the Insolvency Act 1986 requires either specified status (e.g., contributory) or a legitimate and sufficient interest.
Insolvency Act 1986, sections 112, 147, 108, 195; Deloitte Touche AG v Johnson [1999] 1 WLR 1605; Brake v The Chedington Court Estate Ltd [2023] 1 WLR 3035
A contributory, for the purposes of sections requiring that status, is a person with a registered shareholding, not merely a beneficial interest.
Insolvency Act 1986, sections 74, 79, 250, 251; Companies Act 2006, section 112
Even with technical standing (e.g., as a creditor or contributory), an applicant must show a legitimate interest in the relief sought and be applying in that capacity; merely being affected by liquidator actions is insufficient.
Brake v The Chedington Court Estate Ltd [2023] 1 WLR 3035; Mahomed v Morris [2000] EWCA Civ 46; Re Zenga III Holdings Inc [2010] BPIR 277; Re Edengate Homes (Butley Hall) Ltd [2022] 2 BCLC 1
Procedural irregularities must demonstrate injustice to render a decision unjust.
Hayes v Transco plc [2003] EWCA Civ 1261; Dunbar Assets plc v Dorcas Holding Ltd [2013] EWCA Civ 864
Outcomes
Permission to appeal granted.
Differences in legal interpretation and the availability of new case law (Brake v Chedington Court Estate) warranted a review.
Appeal dismissed.
While the lower court erred in finding Mr. McAteer was not a contributory regarding his 10 shares, his minimal shareholding (0.02%) and the lack of support from other shareholders rendered his claims unjustified. His reliance on the MOU and Option Agreement failed to establish sufficient standing under Brake v The Chedington Court Estate Ltd.
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