DCC 162/2007

This case looked at whether it was within a director's remit to sell all a company's assets to a competitor.

Background

The Claimants, partners in a company, brought forward proceedings against a number of Respondents, including their company's director, members of the board of directors and a number of companies that contracted with the company.

The substance of their claim was to impeach the company's director, and a number of board of directors' and to render null the actions of the director; which included the sale of all the company's assets to a number of the respondents, who were competitors of the company.

The director alleged that the actions it took were in line with its authorization under the constitutional documents of the company to undertake all sales necessary for the operation of the company.

The Claimants alleged that the total sale of all the company's assets could not in any way be construed as part of that authorisation; and that the sale of the company's assets was in not made in line with the company's objectives; but rather it was in conspiracy against the company by its competitors.

Proceedings