Jak Trude v Christopher Rajendran Hyman & Anor
[2023] EWHC 1703 (Ch)
Iryna Gordiy v Jekaterina Dorofejeva & Anor
29 November 2023
[2023] EWHC 3036 (Comm)
High Court
A person sued two companies over a failed business deal. The judge said the lawsuit was poorly written but gave the person a chance to rewrite it properly against one company. The lawsuit against the other company was thrown out because it was served incorrectly, but they can try again if they fix the first one.
Key Facts
- •Ms Gordiy, acting in person, brought a claim in the Commercial Court against D1 and Target for approximately £650,000-£900,000 arising from a failed share purchase agreement (SPA).
- •The SPA's completion was conditional upon FCA approval, which was not obtained.
- •Target, a Cayman Islands entity, was served outside the jurisdiction.
- •The claim alleges fraudulent misrepresentation and concealment of information by D1, and seeks compensation for the failed deal.
- •D1 and Target applied to strike out the claim, arguing lack of jurisdiction and lack of arguable claims respectively.
- •Ms Gordiy also made applications to strike out the Defendants' applications.
Legal Principles
The Commercial Court's resources should be used for appropriately commenced cases, considering subject matter and value. Defendants should raise inappropriate venue promptly.
The judgment of Mr Justice Foxton
Service of court documents outside the UK requires court permission under CPR 6.33(2B)(b) and (c).
CPR 6.33(2B)(b) and (c)
A statement of truth is required for witness statements.
The judgment of Mr Justice Foxton
In the tort of deceit, an untrue statement must be made to the claimant, who relies upon it.
Eco 3 Capital Ltd v Ludsin Overseas Ltd [2013] EWCA Civ 413, [77]
The tort of causing loss by unlawful means can be committed even if the false statement isn't made directly to the claimant, provided dishonest intent to cause loss is proven.
Costa v Dissociadid Ltd [2022] EWHC 1934 (IPEC), [104]-[111]
Breach of s.790 VA of the Companies Act 2006 involves an offense by every officer of the company in default.
Companies Act 2006 s.790 VA
A claim against a non-party to the contract may be permissible if the case is based on the tort of causing loss by unlawful means.
The judgment of Mr Justice Foxton
Outcomes
D1's application to strike out the claim against her was partially granted. Vague and unviable claims were struck out. The court left open the possibility of amending the claim to include a cause of action for the tort of causing loss by unlawful means.
The current claim lacks a tenable legal foundation against D1 for breach of SPA, and the other claims are too vaguely pleaded. However, an amendment might salvage a claim based on the tort of causing loss by unlawful means.
Target's application to declare the Claim Form not duly served was granted.
Ms Gordiy lacked permission to serve Target outside the jurisdiction, and the jurisdiction clause in the Finadvant SHA was inapplicable to Ms Gordiy’s claim.
Ms Gordiy's applications to strike out D1's and Target's applications were dismissed.
The Defendants' applications were validly served and had merit.