International Credit and Investment Company (Overseas) Ltd and Another v Adham and Others
| Jurisdiction | England & Wales |
| Judgment Date | 12 March 1993 |
| Date | 12 March 1993 |
| Court | Chancery Division |
Chancery Division
Before Mr Justice Harman
Company - ownership of shares- jurisdiction
The court had jurisdiction to determine issues arising between a company incorporated under the Companies Acts and other non-resident parties, notwithstanding that its principal property and business was in Pakistan and the court had knowledge that a Pakistani advocate, purporting to be instructed by it, was denying such jurisdiction.
Mr Justice Harman so held in the Chancery Division when:
1 declaring, inter alia, that (a) Shaikh Kamal Adham, the first defendant, resident in Jedda; Faisal Saud Al Fulaij, the second defendant, resident in Kuwait, and Falcon Properties Ltd, the third defendant, resident in Nassau, held upon constructive trusts for Financial and Investment International Ltd (FIIL), the second plaintiff, resident in the Cayman Islands, shares registered in their respective names in the register of members of the fourth defendant, Attock Oil Company Ltd.
(b) nine named individuals had on October 29, 1992 validly been appointed as directors of Attock;
(c) on November 4 the articles of association of Attock had been validly amended;
(d) the maximum number of Attock's directors had been validly increased to 13 by an ordinary resolution passed on October 29; and
2 ordering that (a) the register of members of Attock, properly retained by it at its registered office in London in accordance with section 353 of the Companies Act 1985 be rectified pursuant to section 359 of that Act by recording FIIL as holding the entirety of its issued share capital and by making a number of specified deletions;
(b) the plaintiffs' costs of the trial of those issues be taxed forthwith and paid by Falcon, Ghaith Rashad Pharaon, the fifth defendant, resident in Jedda, Pharaoh Holdings Ltd, the sixth defendant, resident in Nassau, and Lhasa Investments Ltd, the seventh defendant, resident in the Cayman Islands.
By his Lordship's orders (a) of October 28, 1992 Mr Timothy Brown was appointed receiver of Attock's issued shares; (b) of November 10, 1992 certain issues were ordered for trial.
On March 11, 1993 an advocate practising in Rawalpindi, purporting to act on Attock's instructions, sent direct to his Lordship by fax a request for an adjournment on the grounds, inter alia, that:
(1) Attock had its registered principal office in Rawalpindi and was only...
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