Etta Healthcare v Steven Aimson & Ors
| Judge | Hhj Cawson Kc |
| Neutral Citation | [2024] EWHC 1209 (Ch) |
| Year | 2024 |
| Court | Chancery Division |
| Counsel | Fourth Defendant |
| Date | 21 May 2024 |
Neutral Citation Number: [2024] EWHC 1209 (Ch)
Case No: BL-2022-MAN-000075
IN THE HIGH COURT OF JUSTICE
BUSINESS AND PROPERTY COURTS IN MANCHESTER
BUSINESS LIST (ChD)
Manchester Civil Justice Centre
1 Bridge Street West,
Manchester M60 9DJ
Date: 21 May 2024
Before :
HHJ CAWSON KC
SITTING AS A JUDGE OF THE HIGH COURT
- - - - - - - - - - - - - - - - - - - - -
Between :
ETTA HEALTHCARE LIMITED Claimant
- and -
(1) STEVEN AIMSON
(2) REBECCA HIGGINS (NEE FROGGATT)
(3) RÓISÍN GANNON
(4) KIMBERLEY AIMSON
(5) HIVE RESOURCING GROUP LIMITED
(NOW DISSOLVED) Defendants
- - - - - - - - - - - - - - - - - - - - -
- - - - - - - - - - - - - - - - - - - - -
Andrew Vinson (instructed by Freeths LLP) for the Claimant
The First Defendant, the Second Defendant, the Third Defendant and the Fourth Defendant
appeared in person, in the case of the Fourth Defendant only from 15 April 2024
Hearing dates: 11-12, 15-17 April 2024
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Approved Judgment
This judgment was handed down remotely at 10.30am on 21 May 2023 by circulation to the
parties or their representatives by e-mail and by release to the National Archives.
.............................
Approved Judgment
BL-2022-MAN-000075
Etta Healthcare Ltd -and- Aimson and others
HHJ CAWSON KC:
Contents
Introduction 1
Personalities and definitions 4
Procedural Chronology 5
Background 17
Etta’s claim 75
Introduction 75
Relevant legal principles 79
Application of the legal principles to the facts of the case 104
Loss and damage 149
The Defendants’ case 156
Mr and Mrs Aimson 156
Mrs Higgins 164
Ms Gannon 171
Witnesses 183
Correct approach to the evidence 183
Etta’s evidence 188
Mrs Higgins 191
Ms Gannon 203
Determination of the claim 211
Liability 211
Quantum 250
Conclusion 267
Introduction
1. The Claimant was incorporated on 22 October 2019 and traded until May 2021 in the
field of healthcare recruitment. The essence of the present case is an allegation by the
Claimant that the Defendants conspired together to, effectively, steal the business of
the Claimant in order that it could be taken over and conducted by the Fifth
Defendant, a company of which the Fourth Defendant was the sole shareholder and
director. The Fifth Defendant has, itself, subsequently failed and thus now takes no
part in the proceedings.
2. The claims against the remaining active Defendants include claims of unlawful means
conspiracy (against the First to Fourth Defendants), procuring breach of contract
(against the First, Second and Fourth Defendants), breach of directors’ fiduciary duties
(against the First Defendant), breach of contract (against the First, Second and Third
Defendants), misuse of confidential information/breach of equitable duties of
confidence (against the First Defendant, the Second Defendants and the Third
Defendant), and breach of statutory database right (against the First Defendant, the
Second Defendant and the Third Defendant).
3. Mr Andrew Vinson of Counsel appeared on behalf of the Claimant. The First to
Fourth Defendants all appeared in person although, as explained below, the Fourth
Defendant was absent for the first and second days of the trial and for part of the
fourth day thereof.
Approved Judgment
BL-2022-MAN-000075
Etta Healthcare Ltd -and- Aimson and others
Personalities and definitions
4. The following table sets out the individuals and entities relevant for present purposes:
Etta Healthcare Limited (“Etta”) The Claimant. A company incorporated
on 22 October 2019.
Steven Aimson (“Mr Aimson”) The First Defendant. Appointed as a
director of Etta on incorporation on 22
October 2019. Managing director of Etta
until he was dismissed on 26 April 2021.
From incorporation, holder of 150 B
Ordinary Shares in the share capital of
Etta. Married to but separated from Mrs
Aimson.
Rebecca Higgins (née Froggatt) (“Mrs
Higgins”)
The Second Defendant. Employed by
Etta as Head of Nursing and Care as
from November 2019. Resigned from
Etta on 2 March 2021, by which time
she was involved in Hive.
Róisín Gannon (“Ms Gannon”) The Third Defendant. Employed by Etta
as a Recruitment Consultant from July
2020. Resigned from Etta on 4 March
2021, and subsequently worked for
Hive.
Kimberley Aimson (“Mrs Aimson”) The Fourth Defendant. Sole director of,
and shareholder in Hive from its
incorporation on 16 February 2021.
Married to but separated from Mr
Aimson. From incorporation of Etta,
holder of 150 C Ordinary Shares in the
share capital thereof.
Hive Resourcing Group Limited
(“Hive”)
A company incorporated on 16 February
2021, of which Mrs Aimson was, at all
relevant times, the sole shareholder and
director. It was struck off the Register of
Companies on 11 October 2023, and
dissolved on 17 October 2023.
James Nicholas Torkington (“Mr
Torkington”)
Runs and operates First2Group together
with Mr Goluguri. Appointed as a
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