Surrey Leisure Ltd, Re; Official Receiver v Keam
| Jurisdiction | England & Wales |
| Judgment Date | 23 July 1999 |
| Date | 23 July 1999 |
| Court | Court of Appeal (Civil Division) |
Court of Appeal.
Before Lord Justice Morritt, Lord Justice Thorpe and Sir Oliver Popplewell
Directors - disqualification - nominating more than one lead company competent
In proceedings brought under section 6 of the Company Directors Disqualification Act 1986 it was permissible for the applicant for a disqualification order to nominate more than one lead company on the originating application.
The Court of Appeal so held when dismissing an appeal by the first respondent, Michael Lionel Keam, against the decision of Mr Justice Jonathan Parker (The Times January 25, 1999; (1999) 1 BCLC 731) affirming the refusal of Judge Morgan at Kingston County Court to strike out disqualification proceedings brought by the Official Receiver.
Section 6 of the 1986 Act provides: "(1) The court shall make a disqualification order against a person in any case where, on an application under this section, it is satisfied (a) that he is or has been a director of a company which has at any time become insolvent … and (b) that his conduct as a director of that company (either taken alone or taken together with his conduct as a director of any other company or companies) makes him unfit to be concerned in the management of a company."
The first respondent's case was that the words "a company" in sub-paragraph (a) and "that company" in sub-paragraph (b) meant that
there could only be one lead company in relation to which an application under section 6 was made, while the words "any other company or companies" meant there could be any number of "collateral" companies.
Section 6 of the Interpretation Act 1978, which provided that "unless the contrary intention appears … (c) words in the singular include the plural" did not apply, he contended, because the contrary intention did appear, both in the words of section 6 of the 1986 Act itself, which contrasted the singular "a" and "that" with the singular or plural "any other company or companies," and in the scheme of the Act as a whole.
The Official Receiver's originating application referred to two lead companies, namely Surrey Leisure Ltd, which was wound up on October 18, 1994, and Joe Bananas Ltd, wound up on November 15, 1994.
Two other companies were referred to as collateral companies, namely Vista Victoria Ltd and Five Star Management Ltd, which went into insolvent liquidation on February 4, 1993, and July 31, 1995...
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