PT-2024-000315 - [2025] EWHC 3011 (Ch)

These proceedings

The present proceedings were issued on 10 April 2024, exactly five weeks after Nathan’s termination as a director of the company. Prior to issuing the proceedings, the Claimants had obtained written consent to act from two professional trust companies – Roythornes Trustees Limited and Mills & Reeve Trust Corporation Limited (‘Mills & Reeve Trust Corporation’) (in the event, the Claimants ask the court to appoint Mills & Reeve Trust Corporation in place of the Trustees). These proceedings were then issued without any warning, and without the Claimants engaging in any pre-action correspondence with the Trustees or their representatives whatsoever. The proceedings constitute the Claimants’ direct and immediate reaction to Nathan’s dismissal as a director and employee of Millpledge.

The Trustees oppose their removal from office. On 10 May 2024, the Trustees filed and served witness statements made on behalf of all four of the Trustees, together with witness statements from Guy and Ms Soulsby. The content of Paddy’s witness statement in particular forms part of one of the Claimants’ grounds of removal, which I address at paragraphs 146 – 154 of this judgment.

Reply evidence was filed on 7 July 2024. There was then a directions hearing before Master Clark on 16 December 2024. The Master directed that Guy be given notice of the claim (which was duly done). She also gave permission to file and serve further evidence, and gave permission to both parties to apply to the court for an order pursuant to CPR r.8.6(3) for directions requiring the attendance of witnesses for cross-examination. Neither side availed itself of this opportunity, such that the final hearing of the claim did not involve any cross-examination of any witness.

The matter came before me for a disposal hearing on 27 and 28 August 2025. The Claimants were represented at the disposal hearing by Mr Paul Burton. The Trustees were represented by Mr Alexander Learmonth KC. I am grateful to them both for their high-quality written and oral submissions.