Amathus Drinks PLC v EAGK LLP & Anor
[2023] EWHC 2312 (Ch)
BRYAN EDWARD EVANS v GEOFFREY WILLIAM MUXWORTHY
11 November 2022
[2022] EWHC 2866 (Comm)
High Court
Bryan sued his accountants because they didn't help him challenge the sale of his businesses and he felt cheated out of money and shares. The judge didn't think the accountants did anything wrong, saying Bryan didn't put in any money himself and the accountants acted reasonably. So, Bryan lost the case.
Key Facts
- •Bryan Evans (Claimant), a former entertainer and businessman, sued Geoffrey Muxworthy and Jason Evans (Defendants), accountants, for negligence and breach of fiduciary duty.
- •The claim stemmed from the defendants' alleged failure to advise Bryan to challenge the administration of his companies, EPL Blackpill and EPL Mumbles, and their subsequent actions in acquiring the companies' assets.
- •Bryan claimed he was the victim of a confidence trick.
- •The EPL Companies had defaulted on a loan from Barclays Bank, leading to receivership and eventually administration.
- •The defendants facilitated the purchase of the Properties by BGM Leisure Limited, a company formed with Bryan, Geoff and Mark as shareholders.
- •Bryan argued he was entitled to a 50% shareholding in BGM, while the defendants contended the shareholding reflected financial contributions and risks.
- •A significant point of contention was whether Bryan provided security over his house as promised, to secure funding.
- •The court considered various agreements purportedly made between the parties, including a Joint Venture Agreement and a Revised Agreement.
Legal Principles
Negligence: Duty of care, breach of duty, causation, and damages.
Common Law
Breach of fiduciary duty: Acting in good faith, avoiding conflicts of interest.
Common Law
Breach of contract: Existence of contract, terms of contract, and breach of contract.
Contract Law
Unlawful means conspiracy.
Tort Law
Outcomes
Claim dismissed.
The court found no evidence of negligence or breach of fiduciary duty. The alleged agreements were not proven, and the defendants' actions were deemed to be commercially reasonable in the context of the circumstances.
Counterclaim dismissed.
The counterclaim for rescission of the alleged agreements was dismissed as the agreements were not found to have existed.
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