The company sought approval of a proposed reconstruction under the section. Held: Approval could not be given. To count as a reconstruction two principal qualities were required. The business carried on should be the same or similar, and those carrying on the business should be the same or similar. Here the proposal would result in … Continue reading Mytravel Group Plc, Re Companies Act 1985: ChD 24 Nov 2004
The Society sought approval of a scheme of arrangement. The Society had made promises of high returns to some policyholders, which it could not maintain after a decline in interest rates and the stock market. It sought a compromise arrangement. The . .
The court was asked to sanction a scheme of arrangements, and particularly to approve a proposed scheme which itself contained the power to make amendments to the scheme.
Held: The court did have power to sanction such a proposed scheme of . .
Hearing of a petition to sanction a scheme of arrangement under Section 425 of the Companies Act and to confirm the reduction of the capital of the company provided for by the scheme. Judges: Lloyd J Citations:  EWHC 2065 (Ch) Links: Bailii Statutes: Companies Act 1985 425 Jurisdiction: England and Wales Company Updated: 28 … Continue reading Re Waste Recycling Group Plc: ChD 28 Jul 2003
When it became clear that the company would be financially overwhelmed by asbestos related claims, a voluntary scheme of arrangement was proposed under s425. The House was now asked whether the right to re-imbursement of the company’s lawyers after the appointment of the administrators had a statutory priority over other costs of the administration, the … Continue reading Freakley and others v Centre Reinsurance International Company and others: HL 11 Oct 2006
Sanction had been sought for a scheme of arrangement on the winding up of an insurance company. There were objections. The original scheme had been proposed under English law, and it would be inappropriate for a Scottish court to try to sanction such an arrangement. Payment of et fess of Engliah lawyers was sought. Held: … Continue reading The Scottish Lion Insurance Company Ltd, Re Sanction of A Scheme of Arrangement: SCS 8 Mar 2006
Citations:  EWCA Civ 432 Links: Bailii Statutes: Companies Act 1985 425 Jurisdiction: England and Wales Company Updated: 06 July 2022; Ref: scu.241397
The parties sought approval of scheme of arrangement of the American company at issue, a company conducting mainly re-insurances. Detailed proposals were put to the court as to the recovery of sums due to the company and payment out to the claimants or appropriate sums by way of compromise. Some creditors opposed the proposal. A … Continue reading Home Insurance Company, Re: ChD 10 Nov 2005
Judges: Warren J Citations:  EWHC 1335 (Ch) Links: Bailii Statutes: Companies Act 1985 425 Jurisdiction: England and Wales Company Updated: 01 July 2022; Ref: scu.242577
Richards J said: ‘In considering the primary position of the Opposing Bondholders, it is important to keep in mind the function of the court at this stage. This is an application by the companies for leave to convene meetings to consider the schemes. It is emphatically not a hearing to consider the merits and fairness … Continue reading In the Matter of Telewest Communications Plc and in the Matter of Telewest Finance (Jersey) Ltd: ChD 22 Jun 2004
A company incorporated in Jersey comes within the Act for the purposes of the section. An English court has jurisdiction to wind up a foreign company if it has assets here or some other sufficient connection with this country. Judges: Mr Justice Lawrence Collins Citations:  EWHC 2743 (Ch),  1 WLR 1049,  1 … Continue reading In the Matter of Drax Holdings Limited and in the Matter of InPower Limited: ChD 17 Nov 2003
A scheme of arrangement had been proposed. The creditor complained that in providing for payment in a currency other than that agreed, it had been prejudiced. Held: The provision in the scheme did purport to alter the claimant’s rights. Judges: The Honourable Mr Justice David Richards Citations:  EWHC 924 (Ch), Times 27-May-2004 Links: Bailii … Continue reading In re Telewest Communications Plc: ChD 26 Apr 2004
The court considered the application of ‘the bankruptcy template of section 382 to the rules governing the winding up of companies’. Held: The phrase ‘obligation incurred’ in Rule 13.2(1)(b) was inapt to describe a common law duty of care in negligence which existed on and was breached by a company before liquidation, but where actionable … Continue reading In re T and N Ltd and Others (No 3): ChD 16 Jun 2006
Where a court order for the re-arrangement of a company was alleged to have been obtained by fraud, the order approving the scheme was not beyond challenge, and the court had power to set it aside in appropriate circumstances. Citations: Times 03-Mar-1999, Gazette 17-Mar-1999 Statutes: Companies Act 1985 425(2) Jurisdiction: England and Wales Company Updated: … Continue reading Fletcher and Another v Royal Automobile Club: ChD 3 Mar 1999
The claimant appealed against the sanctioning of a scheme of arrangement under section 425. . .
The defendant appealed an order requiring it to give security for costs under s726. Held: There were clear reasons for doubting the amounts sought by the plaintiffs, but some sum was properly required, and a lower sum was substituted. Judges: Lord Justice Leggatt, Lord Justice Morritt, Lord Justice Brooke Citations:  EWCA Civ 2141 Statutes: … Continue reading Hi-Tek Bags Limited v Sun 99 Limited and Another: CA 18 Jul 1997
Limitation of Loss from Negligent Mis-statement The plaintiffs sought damages from accountants for negligence. They had acquired shares in a target company and, relying upon the published and audited accounts which overstated the company’s earnings, they purchased further shares. Held: The duties of an auditor are founded in contract and the extent of the duties … Continue reading Caparo Industries Plc v Dickman and others: HL 8 Feb 1990
The turn-out at the creditors meeting was low in number (35 out of 971) but creditors with claims worth about 41% of the total value attended the meeting. Held: Neuberger J said: ‘It is true that the numbers of those who voted was pretty small compared to the number of those entitled to vote, but … Continue reading In re Osiris Insurance Ltd: ChD 1991
18 schemes of arrangement for approval under the terms of s.425 of the Companies Act 1985. Lewison J  EWHC 2092 (Ch) Bailii England and Wales Company, Insolvency Updated: 12 January 2022; Ref: scu.561097
Application to the court for directions by the supervisors of two schemes of arrangement pursuant to section 425 of the Companies Act 1985 . .