GHLM Trading Ltd v Maroo and others [2012] EWHC 61 (Ch), [2012] All ER (D) 172 (Jan)
Once it was shown that a company director had received company money, it would be for him to show that the payment had been proper. Similarly, where debit entries had been correctly made to a director’s loan account, it would be incumbent on the director to justify credit entries on the account. While the interests of a company would normally be identified with those of its members, the interests of creditors could become relevant if a company fell into financial difficulties. Where creditors’ interests were relevant, it would be a director’s duty to have regard to the interests of the creditors as a class. If a director acted to advance the interests of a particular creditor, without believing the action to be in the interests of creditors as a class, he would commit a breach of duty.
Where a director caused his company to enter into a contract in pursuit of his own interests, and not in the interests of the company, its members or (where appropriate) its creditors as a
