This morning the High Court handed down judgment in JMW v Injury Lawyers 4U Limited [2025] EWHC 1045 (Ch).
The High Court dismissed the application made by the Claimant law-firms to amend to bring 9 new claims in relation to the operation of the well-known claims management company (the First Defendant) in which the Claimants are shareholders.
The claims rejected as being without merit by the High Court include allegations of sham and breach of good faith as well as claims for breach of alleged implied terms and rectification.
The judgment includes a useful summary of the law relating to the construction of, and implication of terms into, articles of association.
It also provides an interesting example of the Duomatic principle: – under the articles, a decision regarding the appointment of directors could only be made by an A Shareholder. The decision was arguably made at a board meeting by the unanimous decision of the directors (who included, but were not limited to, that A Shareholder). The Court held that the decision was nonetheless valid under Duomatic.
The result of this judgment, combined with the Defendants’ earlier success on its reverse summary judgment application at the end of last year, is that the Claimants claims have all been dismissed in their entirety.
David Lascelles led Stuart Sanders in acting for the successful Defendants, instructed by a Horwich Farrelly team led by John Lord and Harry Wells.
