Re Resinoid & Mica Products Ltd (Note)

JurisdictionEngland & Wales
Judgment Date03 May 1967
Judgment citation (vLex)[1967] EWCA Civ J0503-2
CourtCourt of Appeal (Civil Division)
Date03 May 1967

[1967] EWCA Civ J0503-2

In The Supreme Court of Judicature

Court of Appeal

Civil Division

From: Mr. Justice Plowman


The Master of the Rolls

(Lord Denning)

Lord Justice Davies and

Lord Justice Russell

In the Matter of Resinoid & Mica Products Limited
In the Matter of the Companies Act 1948

Mr P. M. H. Mottershead (instructed by Messrs Field Roscoe & Co., Agents for Messrs Brain & Brain, Reading) appeared as Counsel for the Applicants (Appellants), Bradley & Son Limited.

Mr Martin Jacomb (instructed by Messrs Cameron, Kemm, Nordon & Co.) appeared as Counsel for the Respondents, Resinoid & Mica Products Limited. and the Liquidator.


We need not trouble you, Mr Jacomb.


In 1965 Bradley & Son Limited. sold a factory to Resinoid & Mica Products Limited. for £5,000 but only £3,000 was paid in cash. The balance of £2,000 was left outstanding on mortgage payable by £500 every six months over two years with interest. On the 1st February, 1965, Resinoid gave Bradleys a legal charge over the property to secure the amount. It was necessary that particulars of that legal charge should be registered within twenty-one days else it would be void, see Sections 95 and 96 of the Companies Act, 1948. It was not registered within twenty-one days. It was the duty of the Company, Resinoid & Mica Products Limited., to register it. But they did not do it. It was open to the mortgagees, Bradley & Son Limited. themselves to do it. They did not do it either. It seems that the solicitors on each side left it to the other to do it: and neither did it. So by inadvertence the charge was not registered within the twenty-one days. The result is that the charge is void, unless the time is extended by the Court under Section 101 of the Act. That section gives the Court power, on being satisfied that the omission to register is due to inadvertence, to extend the time "on such terms and conditions as seem to the Court just and expedient".


So this charge ought to have been registered by the 22nd February. Months and months passed. It was not registered. The first instalment of £500 was paid; but the subsequent instalments were not paid. Still the charge was not registered. Twenty months passed. Then in October 1966 this Company, Resinoid & Mica Products Limited., found itself in a parlous condition. The Company issued a notice convening a meeting of creditors with a view to a creditors' voluntary winding-up. The meeting was to be held on the 27th October, 1966. When the mortgagees received this notice, they woke up. They realised that they ought to register this charge. They hurriedly took out an application to extend the time. On the 25thOctober they made their application to extend the time. They got leave to serve it on short notice returnable on the 26th October. On the 26th October the application came before Mr Registrar Berkeley. That was one day before the meeting. Mr Registrar Berkeley refused to extend the time. The very next day, the 27th October, the meeting of the creditors was held. A resolution for voluntary winding-up was passed: a Liquidator was appointed: and the winding-up commenced - all on that day with no charge having been registered. The Company appealed to Mr Justice Plowman. He refused to extend the time. Now the Company appeal to this Court.


In the course of the argument Lord Justice Russell suggested that it was too late now to extend the time for registration: for the simple reason that the...

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    • United Kingdom
    • Court of Appeal (Civil Division)
    • 7 May 1982
    ...was that it was made at a time when Ashpurton was insolvent and its winding up was imminent. He relied on Re Charles and Re Resinoid and Mica Products Ltd., to which reference is made later. 23 At 3.00 p.m. on 12th June a notice of motion by Victoria to vary the Registrar's order was served......
  • Atique Rehman v Michael Chamberlain (as Liquidator of Meritmill (UK) Ltd) and Another
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    ...Victoria Housing Estates Ltd v Ashpurton Estates Ltd [1982 3 All ER 665 the Court of Appeal held that its earlier decision in Re Resinoid and Mica Products Ltd (1967), now reported at [1982] 3 All ER 677, was authority for the proposition that an order extending time for registration of a ......
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    ...3 SLR 82 (folld) R v Registrar of Companies, ex parte Central Bank of India [1986] 1 QB 1114 (refd) Resinoid & Mica Products Ltd, Re [1983] Ch 132 (refd) Sculptor Finance (MD) Ireland Ltd v Media Development Authority of Singapore [2013] 2 SLR 311 (refd) Stroud Architectural Systems Ltd v J......
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2 books & journal articles
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    • Singapore Academy of Law Journal No. 2014, December 2014
    • 1 December 2014
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