Company
Magic Investments SA v Broadbent and another [2026] EWCA Civ 711
The Court of Appeal, Civil Division, allowed Magic Investments SA’s appeal against the decisions of the High Court judge and Insolvency and Companies Court Judge to strike out its unfair prejudice petition under s 994 of the Companies Act 2006 seeking an order requiring Mr Broadbent to buy its shares. Magic (the appellant), a Luxembourg company holding investments for a South African courier enterprise, had invested in The Greater Good Fresh Brewing Co Ltd (the second respondent) and obtained a nomination agreement stating: ‘MI will be entitled to nominate someone to the board’. Mr Broadbent (the first respondent) refused to appoint Magic’s alternative nominee, arguing the nomination agreement only provided for one nomination. The court held that this agreement conferred on Magic a continuing right to have a person of its choosing placed on the company’s board, not merely a right to suggest candidates for consideration. The court found that Mr Broadbent’s denial of this entitlement was capable of amounting to unfair prejudice. Magic’s allegation regarding the June 2022
