Three clients—James Carter, Sarah Holden, and Richard Ellis—engaged Aldwych Legal to challenge a partnership dispute in DMF Group Ltd, formed to undertake a site clearance project. They invested substantial sums in good faith, while another individual managed the company’s formation and day-to-day operations. The matter involves breach of contract, fraudulent misrepresentation, and unfair prejudice under English law.
What Happened
From the outset, the defendant acted unilaterally, effectively sidelining the clients from their own company. They were removed from the board without consent, undermining their role in DMF Group Ltd. On the weekend of 1st and 2nd April, the defendant threatened to bar the clients from accessing the business premises, and on 3rd April she carried out the exclusion with the aid of a security firm. The site clearance contract was transferred to the defendant’s separate company without informing the clients, forcing them to shoulder financial burdens they had not agreed to share.
Legal Issues
- Breach of contract and duty of good faith: The defendant’s conduct breached the implied duty of good faith in the partnership and the contract with the clients.
- Fraudulent misrepresentation: Misleading representations induced the clients to invest in DMF Group Ltd, causing financial loss.
- Unfair prejudice: The defendant’s actions amounted to unfair prejudice under Section 994 of the Companies Act 2006, including removal from the board and exclusion from the premises.
Our Approach
We conducted a thorough assessment and prepared a Letter Before Claim outlining the breaches and misrepresentations. Our team gathered documentary evidence, including correspondence, financial records, and contract documents, to support the claims. We engaged in pre-action correspondence and sought to resolve the matter through negotiation and, where appropriate, alternative dispute resolution under CPR Pre-Action Protocols. When negotiations stalled, we prepared for court proceedings to protect our clients’ rights.
Outcome
The matter was resolved by settlement, with terms that recognised the clients’ financial losses amounting to £29,592.65 and provided for reasonable costs. The settlement also addressed restored participation in DMF Group Ltd and included confidentiality provisions.
Result / Why It Matters
Aldwych Legal’s approach combined precise pre-action work with firm negotiation to protect clients’ rights in complex partnership disputes. The case demonstrates our capability in commercial disputes and our commitment to practical outcomes for business clients in London and across the UK.
