At Aldwych Legal, we represented a UK-based investor, Mr. James Carter, in a high-stakes shareholding dispute with ELINX INFOTECH LTD. The matter concerns the wrongful termination of a 50% stake following the sale and purchase of several entities across the UK and overseas, raising issues under UK contract and company law.
What Happened
The deal was structured in two phases, with First Closing in 2022 and Second Closing in 2023. Our client fully funded the purchase price for the shares and expected a smooth transfer under the Agreement. The sellers, Ms. Ungureanu and Mr. Asad Khan, completed the agreed steps for the share transfer within the ELINX group, including licenses in Dubai, India, Qatar and the UK.
Despite fulfilling all financial obligations, our client faced the unilateral termination of their 50% interest in ELINX INFOTECH LTD. The sellers cited administrative delays as the reason, yet the termination occurred in breach of the Agreement and a Deed of Addendum, and without our client’s consent.
The unilateral action deprived our client of their rightful ownership and caused financial and reputational harm as the deal progressed across multiple jurisdictions.
Legal Issues
- Breach of contract by the sellers’ unilateral termination of the 50% shareholding contrary to the Agreement and the Deed of Addendum.
- Fraudulent misrepresentation: assurances of administrative delays were false, indicating an intent to deprive our client of ownership.
- Under UK law, breaches of contract are addressed by the Contracts (Rights of Third Parties) Act 1999, and misrepresentation by the Misrepresentation Act 1967.
- Potential remedies include specific performance and damages for losses including profits, legal costs, and reputational harm.
Our Approach
We initiated formal steps under the Pre-Action Protocol for Professional Negligence, issuing a detailed legal notice demanding reinstatement of the shareholding and the full share transfer per the Agreement. We prepared a thorough financial accounting request and reserved the right to pursue damages arising from the wrongful termination. Specific performance was pursued as a key remedy, while we continued correspondence and negotiations with the sellers to seek a resolution without immediate court action.
Outcome
The matter remains ongoing. Following pre-action exchanges, the parties entered into meaningful settlement discussions, and Aldwych Legal ensured interim protections for our client while preserving the option to pursue court proceedings if necessary. No liability has been admitted at this stage, and final resolution will depend on further negotiations or a subsequent court determination.
Result / Why It Matters
This case demonstrates Aldwych Legal’s ability to safeguard client interests in complex cross-border corporate disputes and to pursue appropriate remedies under UK contract and misrepresentation law.
