Karen Allen and 2 others (Respondents) v Registrar of Companies and another (Appellants) (Montserrat)

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Case summary

Case ID

JCPC/2022/0076

Jurisdiction

Montserrat

Parties

Appellant(s)

Registrar of Companies

Financial Services Commissioner

Respondent(s)

Karen Allen

Steven Fagen

Marie Carole Lidbetter

Issue

This case concerns the correct interpretation of rules in the Montserrat Companies Act that apply to the disqualification of company directors. In particular, the Privy Council is asked to decide: 1. Whether a court, exercising its power under sections 65 to 67 of the Montserrat Companies Act to disqualify those it deems unfit from being a director, can disqualify a person from holding office in any company in Montserrat or only those companies in which that person previously held office and that had been the subject of an investigation. 2. What the relevant legal test is for deeming an individual to be unfit for managing a company in Montserrat. 3. What weight is to be given to evidence contained a report published by a court appointed investigator, when it is not subject to the stringent rules that apply to expert evidence in legal proceedings when the expert is appointed by the parties. 4. In light of the answers to the above issues, whether the Eastern Caribbean Supreme Court in the Court of Appeal were correct to partially overturn the first instance judge's decision.

Facts

The appellants are the Registrar of Companies and the Financial Services Commissioner in Montserrat. The respondents are former directors of three Montserrat based companies that have been wound up. Following an investigation into those companies, the appellants applied to the Eastern Caribbean Supreme Court, in the High Court, for an order disqualifying the respondents from acting as directors of companies on Montserrat. The High Court granted the disqualification orders. The appeal court partly overturned the decision, deeming that the High Court had misapplied the relevant law in the Montserrat Companies Act. In particular, it found that the court was only empowered to disqualify the respondents from the companies that had been investigated, not from all companies on Montserrat. Furthermore, it had misapplied the relevant test of unfitness and the first respondent's actions did not merit disqualification. The appeal court refused to grant final leave for the appellants to appeal to the Privy Council, on the basis they had failed to comply with a certain conditions contained in a conditional order to appeal. The appellants appeal to the Privy Council alleging that the appeal court was wrong to refuse to grant a final order to appeal and that the Privy Council ought to grant permission to appeal on the substantive issues.