Hearings
England & Wales
15 May 2025 [2025] EWHC 1083 (Ch); [2025] Bus LR 2528; [2025] WLR(D) 302, Ch D (Nicola Rushton KC sitting as a deputy High Court judge)
12345 Retail Group Ltd v Bubble City Ltd
Subject Matter
COMPANY — Director — Breach of fiduciary duty — Company owning subsidiary’s sole share — Directors causing company to divest share to transferee — Subsidiary issuing new shares and allocating them to transferee — Whether directors acted in breach of fiduciary duties — Whether transferee bona fide purchaser without notice — Whether company having proprietary claim to new shares as traceable proceeds — Whether having claim for equitable compensation — Whether claim barred as reflective loss
[2025] EWHC 1083 (Ch); [2025] Bus LR 2528; [2025] WLR(D) 302, Ch D
COMPANY — Register — Rectification — Provision allowing “person aggrieved” to apply to court for rectification of company’s register of members — Whether non-member seeking order requiring transfer of shares to him having standing to bring application — Companies Act 2006 (c 46), s 125(1)
[2025] EWHC 1083 (Ch); [2025] Bus LR 2528; [2025] WLR(D) 302, Ch D