Company
Kulkarni v Gwent Holdings Ltd and another company [2025] EWCA Civ 1206
The Court of Appeal dismissed an appeal brought by the claimant against a judgment by the High Court relating to breaches of a shareholders’ agreement (SHA). The court determined that breaches of SHA clauses by one party could be deemed ‘capable of remedy’ depending on whether the situation could be corrected practically without ongoing prejudice for the future. The judgment critically examined whether persistent breaches were remediable within the ten-business-day period specified by the SHA, as well as whether repudiatory breaches were necessarily incapable of remedy. Ultimately, the court held that it was not apparent that the buyback was not capable of being achieved in ten days. The court concluded that deliberate conduct, seriousness of breaches, and motive may influence remediability, but do not automatically render breaches irremediable unless significant lasting damage is caused.
Costs
Smith v Rice [2025] EWHC 2426 (Comm)
The Commercial Court ruled on certain matters regarding the amount of judgment and associated costs following an earlier decision to award judgment
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