An action by a company under a shareholder’s agreement was compromised. The other shareholder now sought to commence an action against the party in breach for his personal losses. The defendant argued that the company’s compromise was binding also against the other shareholder.
Held: The company had become obliged to compromise the claim by the defendant’s own actions, and therefore the co-shareholder should not be prevented form pursuing his own action. ‘Permission to amend should be refused if the claim, as amended, would fail to disclose a viable cause of action either because it is statute-barred or because the ingredients required for the relevant cause of action are not made out.’
Lords Justice Waller, Chadwick and Keene
Times 23-Oct-2002, Gazette 14-Nov-2002, Gazette 14-Nov-2002,  EWCA Civ 1428,  Ch 618,  Ch 618,  4 All ER 977,  2 WLR 237,  1 BCLC 1
England and Wales
Cited – Johnson v Gore Wood and Co HL 14-Dec-2000
Shareholder May Sue for Additional Personal Losses
A company brought a claim of negligence against its solicitors, and, after that claim was settled, the company’s owner brought a separate claim in respect of the same subject-matter.
Held: It need not be an abuse of the court for a shareholder . .
Appeal from – Giles v Rhind ChD 24-Jul-2001
The company had suffered losses after an alleged breach of confidence by a director. The applicant sought to recover his losses as a shareholder, after the company became unable or unwilling itself to pursue an action to recover the losses it had . .
Cited – Collins Stewart Ltd and Another v The Financial Times Ltd QBD 20-Oct-2004
The claimants sought damages for defamation. The claimed that the article had caused very substantial losses (andpound;230 million) to them by affecting their market capitalisation value. The defendant sought to strike out that part of the claim. . .
Cited – Roberts v Gill and Co and Another CA 15-Jul-2008
The claimant sought damages in negligence against solicitors who had advised the executors in an estate of which he was a beneficiary. He now sought to amend his claim to make a claim in his personal and in derivative capacities. Sums had been paid . .
See Also – Giles v Rhind and Another ChD 28-Mar-2007
Application for permission to amend the particulars of claim in proceedings brought to set aside a transaction under section 423 of the Insolvency Act 1986 or to declare it a sham. . .
See Also – Giles v Rhind CA 28-Feb-2008
Cited – Webster v Sandersons Solicitors (A Firm) CA 31-Jul-2009
The claimant apealed against refusal of permission to amend his claim for negligence against his former solicitors by adding claims from 1993 and 1994 . .
These lists may be incomplete.
Updated: 03 May 2021; Ref: scu.178145