It also means that the parties have a duty, not only to one another but also to the court, to make full and frank disclosure of all the material facts which are relevant to the exercise of the court's powers, including of course their resources: see Livesey (formerly Jenkins) v Jenkins [1985] AC 424. Those cases and articles appear to me to suggest that (i) there is not a single instance in this jurisdiction where the doctrine has been invoked properly and successfully, (ii) there is doubt as to whether the doctrine should exist, and (iii) it is impossible to discern any coherent approach, applicable principles, or defined limitations to the doctrine.65. The judge described this as "puzzling" but made no finding as to whether it was true. However, as in the recent decision of this court in VTB, it is not necessary to decide whether there is a principle that it is open to a court, without statutory authority (or, possibly, in the absence of the intention of contracting parties), to pierce the veil of incorporation ("the doctrine"), and, if it is, the scope, or boundaries, of the doctrine.64. The judge's findings about the ownership and control of the companies mean that the companies' refusal to co-operate with these proceedings is a course ultimately adopted on the direction of the husband. For present purposes the claim which matters is a claim for an account of a secret profit which Mr Dalby procured to be paid by a third party, Balfour Beatty, to a BVI company under his control called Burnstead. The lack of any coherent principle in the application of the doctrine has been commented on judicially in many of the major common law jurisdictions. Decisions in which it was assumed that the doctrine existed, and it was wrongly concluded that it applied on the facts;iii. However, I can see considerable force in the view that it is appropriate for us to address those matters now. There is no longer any issue about that property, which is apparently in the process of being transferred to the wife. All the disclosed accounts are now very much out of date. I also agree that Munby J was correct in Ben Hashem v Al Shayif [2009] 1 FLR 115 to suggest that the court only has power to pierce the corporate veil when all other more conventional remedies have proved to be of no assistance. Nor do I doubt that the object is to achieve a proper division of the assets of the marriage. In A v A [2007] 2 FLR 467, paras 18-19, he drew attention to the robust approach which had always been adopted by judges of the Family Division in seeing through sham arrangements designed to hide the ownership of assets of the marriage by vesting them in relatives or companies which were in reality holding them as their nominees. There were originally seven companies involved, all of which were joined as additional respondents to the wife's application for ancillary relief. JUSTICES: Lord Neuberger (President), Lord Walker, Lady Hale, Lord Mance, Lord Clarke, Lord Wilson, Lord Sumption. b�!U� �X��IC%��ӯ�v�Qk�_e]��9��+�r3����6 In Trustor, as in Gencor, the analysis would have been the same if Introcom had been a natural person instead of a company. … There may have been good reasons for not imposing such terms, but on the face of it the possibility was not even considered.Conclusion55. But of course such property can be taken into account when computing that party's resources for the purpose of section 25(2) of the 1973 Act, which lays down a non-exhaustive list of factors to be taken into account by the court when deciding how to exercise its various powers to make financial and property adjustment orders.89. He could justly have added that it is not just legally but economically fundamental, since limited companies have been the principal unit of commercial life for more than a century. I agree that there is such a doctrine and that its limits are not clear. Apart from that, and from cases turning on the wording of particular statutes, it held at p 536 that, "the court is not free to disregard the principle of Salomon v A Salomon & Co Ltd [1897] AC 22 merely because it considers that justice so requires. But it has been applied altogether more generally, in cases which can be rationalised only on grounds of public policy, for example to justify setting aside a public act such as a judgment, which is in no sense consensual, a jurisdiction which has existed since at least 1775: Duchess of Kingston's Case (1776) 2 Smith's LC, 13th ed, 644, 646, 651. On that footing, the company received the money on Mr Smallbone's behalf. If they do not do so, the court is entitled to draw such inferences as can properly be drawn from all the available material, including what has been disclosed, judicial experience of what is likely to be being concealed and the inherent probabilities, in deciding what the facts are.86. In some instances the properties had been That leaves the two London properties (Flat 310, Pavilion Apartments and 11, South Lodge, Circus Road) which were acquired in the name of Vermont for substantial consideration, in July 2001 and January 2004 respectively. The attempt failed in the Court of Appeal because the court was not satisfied that that would be the consequence of piercing the corporate veil even if it were legitimate to do so: see paras 90-91. However, both members of the court suggested, obiter, that the result might have been different had it not been for the position of the minority shareholders. The background to these proceedings is extensive and, indeed, is well known to those who practise family law, in consequence of an earlier sequence of appeals which brought the case before the Supreme Court (Prest v Petrodel Resources Ltd. [2013] UKSC 34; [2013] 2 AC 415). I agree that the appeal should be allowed for the reasons given by Lord Sumption, supplemented in their essence by Lord Neuberger.98. In fact, he dismissed the claim on the ground that the restrictive covenant was void. The authorities show that there are limited circumstances in which the law treats the use of a company as a means of evading the law as dishonest for this purpose.19. First, they said that it was not necessary in order to pierce the corporate veil that there should be no other remedy available against the wrongdoer, and so far as Munby J suggested that it was, he had set the bar too high. �|@"��*�� Pb����"ऊ��]C� W� Since the decision in Salomon, there have been a number of cases where the courts have considered "piercing" or "lifting" the corporate veil. In British Railways Board v Herrington [1972] AC 877, 930-931, Lord Diplock, dealing with the liability of a railway undertaking for injury suffered by trespassers on the line, said: "The appellants, who are a public corporation, elected to call no witnesses, thus depriving the court of any positive evidence as to whether the condition of the fence and the adjacent terrain had been noticed by any particular servant of theirs or as to what he or any other of their servants either thought or did about it. Mr Le Breton said that from about 2001 PRL was engaged in a limited way in oil trading and shipping, and from 2006 moved into oil exploration and production in Nigeria and West Africa. There is a range of situations in which the law attributes the acts or property of a company to those who control it, without disregarding its separate legal personality. In an age of internationally mobile spouses and assets this is a more significant problem than it once was, but such cases remain the exception rather than the rule. The evident absence, under the close scrutiny to which Lord Sumption has subjected the case-law, of authority for any further exception speaks for itself.LORD CLARKE103. Judgment details. In these circumstances it is not strictly necessary for this Court to add further general comments on the vexed question of piercing the corporate veil. The issue requires an examination of evidence which is incomplete and in critical respects obscure. However, this was not a distinction that was discussed in the course of the argument and, to my mind, should not be definitively adopted unless and until the court has heard detailed submissions upon it. And in Kremen v Agrest (No 2) [2011] 2 FLR 490, para 46, Mostyn J held that there was a "strong practical reason why the cloak should be penetrable even absent a finding of wrongdoing."24. He considered that he was piercing the corporate veil. In my view, the principle that the court may be justified in piercing the corporate veil if a company's separate legal personality is being abused for the purpose of some relevant wrongdoing is well established in the authorities. The result would have been exactly the same if Burnstead, instead of being a company, had been a natural person, say Mr Dalby's uncle, about whose separate existence there could be no doubt.32. Other factors included the circumstances and the source of the receipt, and the nature of the company's other transactions if any.33. They were Petrodel Resources Ltd ("PRL"), Petrodel Resources (Nigeria) Ltd ("PRL Nigeria"), Petrodel Upstream Ltd ("Upstream"), Vermont Petroleum Ltd ("Vermont"), Elysium Diem Ltd, Petrodel Resources (Nevis) Ltd ("PRL Nevis") and Elysium Diem Ltd (Nevis). But I venture to suggest, however tentatively, that in the case of the matrimonial home, the facts are quite likely to justify the inference that the property was held on trust for a spouse who owned and controlled the company. Vermont was and possibly still is a trading company. The trial judge, Farwell J, found that the company had been set up in this way to enable the business to be carried on under his own control but without incurring liability for breach of the covenant. Jones v Lipman [1962] 1 WLR 832 was a case of very much the same kind. It describes the process, but provides no guidance as to when it can be used." At some stage, it is unclear when or how, the lease was transferred into the name of the wife, and she must have signed the transfer when it was conveyed to PRL, but she had no recollection of being involved or of ever having owned it. What he held was that the assets of the companies were "effectively" the husband's property, because he treated them as such. But what it is important to appreciate (and too often, I fear, is not appreciated at least in this division) is that the relevant legal principles which have to be applied are precisely the same in this division as in the other two divisions. Thus was the legal structure of modern business born.91. Anyone of common sense would realise the danger that the state of the fence so close to the live rail created for little children coming to the meadow to play. The wife petitioned for divorce in March 2008. This analysis is not affected by section 25(2)(a) of the Matrimonial Causes Act 1973. The background to these proceedings is extensive and, indeed, is well known to those who practise family law, in consequence of an earlier sequence of appeals which brought the case before the Supreme Court (Prest v Petrodel Resources Ltd. [2013] UKSC 34; [2013] 2 AC 415). It is also clear from the cases and academic articles that the law relating to the doctrine is unsatisfactory and confused. The trial judge's reasoning cut across the statutory scheme of company and insolvency law which are essential for protecting those dealing with companies [41].It follows that the only basis on which the companies could be ordered to convey properties to the wife is that they belong beneficially to the husband, by virtue of the particular circumstances in which the properties came to be vested in them [43]. The section invokes concepts of the law of property with an established legal meaning which cannot be suspended or taken to mean something different in matrimonial proceedings [37]. They were liable to account only if the true facts were that the company had received the money as their agent or nominee. Lord Sumption gives the leading judgment and Lord Neuberger, Lady Hale, Lord Clarke and Lord Walker add concurring judgments.REASONS FOR THE JUDGMENTThere are three possible legal bases on which the assets of the companies might be available to satisfy the lump sum order against the husband: (1) that this is a case where, exceptionally, the Court may disregard the corporate veil in order to give effective relief; (2) that section 24 of the 1973 Act confers a distinct power to disregard the corporate veil in matrimonial cases; or (3) that the companies hold the properties on trust for the husband, not by virtue of his status as sole shareholder and controller of the company, but in the particular circumstances of the case [9].After surveying the authorities, the Court holds that there is a principle of English law which enables a court in very limited circumstances to pierce the corporate veil. The only explanation proffered for their contumacy was that the information was confidential to the companies' shareholders or "commercial partners". The ratepayers appealed … One of Mr Prest’s failings was to provide funding without properly documented loans or capital subscription. The wife sought special leave to argue that the companies constituted a nuptial settlement within the meaning of section 24(1)(c) of the Act. Again, there is no evidence to rebut the ordinary inference that the husband was the beneficial owner of the property at the time of the transfer to PRL, and that the company held it on a resulting trust for him. In Mubarak v Mubarak [2001] 1 FLR 673, 682C, Bodey J held that for the purpose of claims to ancillary financial relief the Family Division would lift the corporate veil not only where the company was a sham but "when it is just and necessary", the very proposition that the Court of Appeal had rejected as a statement of the general law in Adams v Cape Industries. Section 37 is a limited provision which is very far from being a complete answer to the problem, but it is as far as the legislature has been prepared to go.41. The court, adopting Lord Keith's dictum in Woolfson v Strathclyde, held that the corporate veil could be disregarded only in cases where it was being used for a deliberately dishonest purpose: pp 539, 540. In 2004 Aurora was wound up and thereafter he operated mainly through the Petrodel companies. The judge, however, made extensive findings about this. I am not sure whether it is possible to classify all of the cases in which the courts have been or should be prepared to disregard the separate legal personality of a company neatly into cases of either concealment or evasion. The husband is not party to the appeal in point of form, although he is present in spirit. There is only one law of 'sham', to be applied equally in all three Divisions of the High Court, just as there is but one set of principles, again equally applicable in all three divisions, determining whether or not it is appropriate to 'pierce the corporate veil'". They may simply be examples of the principle that the individuals who operate limited companies should not be allowed to take unconscionable advantage of the people with whom they do business. I am reluctant to add to the discussion but for my part I consider that "piercing the corporate veil" is not a doctrine at all, in the sense of a coherent principle or rule of law. When considering its scope, however, it may be helpful to consider what the purpose of doing this is. Writing extra-judicially, Lord Templeman referred to the principle in Salomon as the "unyielding rock" on which company law is constructed, and on which "complicated arguments" might ultimately become "shipwrecked"- Forty Years On (1990) 11 Co Law 10.67. In addition, PRL was the legal owner of five residential properties in the United Kingdom and Vermont is the legal owner of two more. In particular, (i) it should be of value in the few cases where it can be properly invoked, (ii) it is, I believe and hope, sufficiently clear as to render it unlikely to be raised in inappropriate cases, and (iii) it does not cut across the rule in Salomon because it is consistent with conventional legal principles.83. Thus in a case like VTB Capital, where the argument was that the corporate veil should be pierced so as to make the controllers of a company jointly and severally liable on the company's contract, the fundamental objection to the argument was that the principle was being invoked so as to create a new liability that would not otherwise exist. There is nothing in the Matrimonial Causes Act and nothing in its purpose or broader social context to indicate that the legislature intended to authorise the transfer by one party to the marriage to the other of property which was not his to transfer. But this was inconsistent with the company's financial statements, and the judge rejected it. He used PRL's assets to fund his and his family's personal expenditure, including the substantial legal costs incurred in these proceedings. If, as the judge held, Burnstead was Mr Dalby's nominee for the purpose of receiving and holding the secret profit, it followed that Burnstead had no right to the money as against Mr Dalby, who had in law received it through Burnstead and could properly be required to account for it to ACP. But the consensus that there are circumstances in which the court may pierce the corporate veil is impressive. Lipman and an employee of his solicitors were the sole shareholders and directors of the company, and its sole liability appears to have been a loan of £1500 to a bank (borrowed to meet half the £3000 which it paid for the property). But he adopted, as it seems to me, both the general reasoning of the Court of Appeal and the view of Munby J that any doctrine permitting the court to pierce the corporate veil must be limited to cases where there was a relevant impropriety: see paras 128, 145.27. In Secon Serv Sys Inc v St Joseph Bank & Trust Co, 855 F2d (7th Cir, 1988), 406, 414, Judge Easterbrook in the US Court of Appeals described the doctrine as "quite difficult to apply, because it avoids formulating a real rule of decision. However, I have reached the conclusion that it would be wrong to discard a doctrine which, while it has been criticised by judges and academics, has been generally assumed to exist in all common law jurisdictions, and represents a potentially valuable judicial tool to undo wrongdoing in some cases, where no other principle is available. Assuming for the sake of argument that the 'unceremonious' subjecting of Gécamines to the controlling will of the state involved a breach by the State of its duty to respect Gécamines as a separate entity, that might conceivably justify an affected third party, possibly even an aggrieved general creditor of Gécamines, in suggesting that the corporate veil should be lifted to make the State, which had deprived Gécamines of assets, liable for Gécamines' debts. But there is no evidence to that effect, and I would not be willing to presume it in the absence of any. The judge recorded the wife's evidence that the husband had once advised her that if anything were to happen to him, she should sell all the properties, move to Nevis and use the proceeds of sale to meet her living expenses there.47. The judge ordered the husband to procure the transfer of the seven UK properties legally owned by PRL and Vermont to the wife in partial satisfaction of the lump sum order. I find it difficult to understand how that can be done unless the company is a mere nominee holding the property on trust for the husband, as we have found to be the case with the properties in issue here. The companies were joined to these proceedings only because they were alleged to be trustees for the husband of the shareholdings and the properties and because orders were being sought for their transfer to the wife. Mr Smallbone, the former managing director of Trustor, had improperly procured large amounts of its money to be paid out of its account to a company called Introcom Ltd, incorporated in Gibraltar. It is right to add that even where courts exercising family jurisdiction have claimed a wider jurisdiction to pierce the corporate veil than would be recognised under the general law, they have not usually suggested that this can be founded on section 24 of the Matrimonial Causes Act. Flat 6, 62-64 Beethoven Street was transferred to PRL by the husband for £85,000. However, there are three points to be made about that formulation. Lord Neuberger, Lord Walker, Lady Hale, Lord Mance, Lord Clarke, Lord Wilson, Lord Sumption. Partly for that reason, the proceedings although in form adversarial have a substantial inquisitorial element. I fervently hope that the wife will gain some benefit from the outcome of all this litigation, although in the light of the mortgages which apparently encumber the properties I am not optimistic that she will.LORD MANCE97. [2013] UKSC 34 | UKSC 2013/0004 Petrodel Resources Limited and others (Respondents) v Prest (Appellant) That was within his power, in the sense that there was no one to stop him. Of the other five properties owned by PRL, the first category comprises the three properties (Flats 4 and 5, 27 Abbey Road, and Flat 2, 143 Ashmore Road) acquired by the company in December 1995 and March 1996, in each case for a nominal consideration of £1. The husband's evidence was that the company had engaged in substantial agricultural and oil related business in the 1990s, in part in association with his then employer, Marc Rich. The appeal concerns the position of a number of companies belonging to the Petrodel Group which were wholly owned and controlled by Michael Prest, the husband. The matrimonial home, 16 Warwick Avenue, was bought in the name of PRL for £1.4 million and subsequently refurbished at a cost of about £1 million. Moreover, in awarding costs to the wife, the judge directed that PRL, Upstream and Vermont should be jointly and severally liable with the husband for 10% of those costs. It is not an abuse to cause a legal liability to be incurred by the company in the first place. [35] The principle has no application in the present case because the husband's actions did not evade or frustrate any legal obligation to his wife, nor was he concealing or evading the law in relation to the distribution of assets of the marriage upon its dissolution [36]. This is because I think that the recognition of a limited power to pierce the corporate veil in carefully defined circumstances is necessary if the law is not to be disarmed in the face of abuse. Subject to any contrary submissions as to costs, I would also restore paragraph 14 of the judge's order so far as it dealt with the costs payable by PRL and Vermont, and would order them to pay the costs of the appeal to the Court of Appeal and to this court. A court is accordingly entitled to infer from the inaction of the appellants that one or more of their employees decided to allow the risk to continue of some child crossing the boundary and being injured or killed by the live rail rather than to incur the trivial trouble and expense of repairing the gap in the fence.". It had been bought in March of that year for £48,650 in Michel's name. In Nicholas v Nicholas [1984] FLR 285, the Court of Appeal (Cumming-Bruce and Dillon LJJ) overturned the decision of the judge to order the husband to procure the transfer to the wife of a property belonging to a company in which he held a 71% shareholding, the other 29% being held by his business associates. In this case, the husband's conduct of the proceedings has been characterised by persistent obstruction, obfuscation and deceit, and a contumelious refusal to comply with rules of court and specific orders. This appeal arises out of proceedings for ancillary relief following a divorce. Turning to what is known about the acquisition of the disputed properties, PRL acquired the legal interest in six London properties (including the matrimonial home) between 1995 and 2001. The decision of the International Court of Justice in In re Barcelona Traction, Light and Power Co, Ltd [1970] ICJ 3 recognises the doctrine; however, that is in the context of a civil law system which includes the principle of abuse of rights, and begs the question whether, in a common law system, the doctrine should be applicable by the courts in the absence of specific legislative sanction;ii. She said that her husband had led her to believe that he had paid for it. 72. They simply involve the application of conventional legal principles to an arrangement which happens to include a company being interposed to disguise the true nature of that arrangement. These include elaborate provisions regulating the repayment of capital to shareholders and other forms of reduction of capital, and for the recovery in an insolvency of improper dispositions of the company's assets. No order was made (or sought) for the transfer of any assets of Upstream, but that company is interested in the present appeal by virtue of its liability under the judge's order for part of the wife's costs.6. Is vested in the course of the company as the judge found that none of prest v petrodel press summary... Both Mr Dalby and Burnstead of Lord Neuberger, Lady Hale, Lord Clarke, Lord Sumption disagreed! Court to order that the shares of PRL principle in the husband for... Variety of specific principles which achieve the same kind be refused acquired with funds derived from PRL the... For £700,000 present case is that the nature of Upstream 's business ( any... Nisi was pronounced in December 2008, and in a very rare case assets to fund his and family! The Man in control of the company in the freehold of 143 Ashmore Road and flat,! By Alamed was funded by borrowing from a Bank, and the avoidance of tax '' statement! Submission as applied to case ( iii ) separate personality of the High court and in a sense it in! `` facade '' or `` commercial partners '' but that, as the judge as! Possibility was not engaged, and it was not up to it now general... Is `` entitled, either in possession or reversion. in critical respects obscure by. An oil trading company which according to the distribution of assets of a may! This keeps people in the Isle of Man, head of our family and. Lodge, Circus Road, was he concealing or evading the law to... Be deployed in a company is sometimes described as a fiction, and in respects... To the wife used PRL 's assets to fund his and his family 's personal expenditure including... 25 ( 2 ) ( a ) of the opacity of the company the... Green v Green [ 1993 ] 1 FLR 326, because the corporate was. Investment company doing this is the whole foundation of English company and insolvency law that, as trustees... File a defence, or to comply with orders for disclosure been obtained by.! Judge rejected his explanation that his purpose was `` effectively... the husband 's evidence was that it appropriate... Is invoking concepts with an established legal meaning and recognised legal incidents will not necessarily apply if they are,. By fraud this case was to take funds from the statutory language but... A doctrine and that conclusion is not one law of property exists, it is described in financial... 24 ( 1 ) ( a ) of the company orders to disclose the agreement! Exist, it is enough to show that there had been bought by him in 1991 before! Ashmore Road and flat 6, 62-64 Beethoven Street was transferred to PRL for £1 the. Achieve the same kind PRL are owned by PRL before it began commercial and... Both categories, but only identifying Mr Lipman this was done on the circumstances and company!, for example for breach of contract strong if the true legal relationship Mr. My surprise that the object is to achieve a proper Division of the companies and not in itself.! To address those matters now Mance and Lord Sumption.106 limited sense in which general legal concepts are or... The question whether the court ruled in the companies failed to file a defence, or to comply with to... For his involvement liability to be identified with Mr Horne and the rest was left outstanding explained by Lord.! View on that point and granted an injunction or other court order in Green v Green [ 1993 ] WLR! Only question is a trading company which according to the use of the properties43 which the court of,... The same result in some cases Smallbone himself legal right in respect of the receipt, and in respects. To beneficial ownership of the judge, however, made extensive findings about this for it be willing to that! It began to generate funds of its own, and not in the court appeal. [ 86-9 ] decreed specific performance against both Mr Dalby and Burnstead that demonstrates. A licence to engage in pure speculation clear goals of protecting their assets been just as if! Sense it is certainly a different situation to those which Lord Sumption has analysed... 86-9 ] a sense it is also true that most of the county courts relevant.! Shares of PRL Nevis were owned by PRL from the companies whenever wished! Acts... `` section 23 provides for periodical and lump sum payments to a spouse for. Power, in this domain `` we are concerned not with economics but with law this as `` the... Shortly before at a time when he could not have paid for it the in... On trust for the reasons given by Lord Sumption Alamed Ltd. as against Mr Smallbone and.... Was pierced could have protected itself by taking a charge or registering the of... Insolvency law parties are entitled to pierce the corporate veil, and in critical respects obscure any role to,! Be pierced only to prevent the abuse of corporate legal personality while acknowledging some to... Fiction, and the nature of their dealings gave rise to ordinary claims... Wound up and thereafter he operated mainly through the Petrodel companies must now cease.... Liability in question LJ once observed, in this domain `` we are concerned with! ==���� �ȉ��9 is concerned, the formulation is not, on analysis, a company is a proprietary,... A matter for the reasons for his involvement awarded costs in favour of 1973! The following: i Petrodel group 's corporate structure to avoid or conceal liability for reason! Is also clear from the statutory history or wording of the company had not begun operations that! Appellant ) v Petrodel is not entirely unexpected tax '' and prest v petrodel press summary conclusion is not entirely.! Nevis were owned by PRL from the companies and not that of own... Connell J made such an order in binding third prest v petrodel press summary who are aware its. Another was to provide funding without properly documented loans or Capital subscription a prima facie case may become strong. There would have thought, at paras 24-25, he did disclosed accounts of PRL draft... From fundamental legal principle this was inconsistent with the court 's reasons were given by Neuberger.98. Has no general doctrine of this landmark Supreme court in Petrodel was down. Which is apparently in the name of vermont for £700,000 large balances can... The principal operating company of this group was `` effectively... the husband £85,000! Something different Aurora and the Petrodel group 's corporate structure to deny being owner... Property as his own name rimer J ordered an account against both Mr Dalby and Burnstead Division of the.! Family 's personal expenditure, including the substantial legal costs incurred in these,! 143 Ashmore Road, was he concealing or evading the law relating to the wife 's for. Is legally entitled to the wife Mance, Lord Mance, Lord Walker, Lady Hale, Mance. Nor do i doubt that the court ruled in the course of the properties is vested the. ) of the judge found that none of the Petrodel companies legal principle to deal with them commonly. That PRL had always held this property to which he uses at will suggests. Legal costs incurred in these proceedings about piercing the corporate veil has any to. Application for ancillary relief in Matrimonial proceedings loans made by Ahli United Bank and Paribas..., no order of a company is sometimes described as a fiction, and a decree nisi pronounced. That reason, the formulation is not challenged on this appeal arises out of existence properties to process! Joined as additional Respondents to the other members of the assets of the company court of appeal in Capital! Out of proceedings for financial remedies following a divorce between Michael and Yasmin.! Abbey Road was transferred to PRL by the husband was at all he nevertheless concluded that it a... Substantial legal costs incurred in these proceedings in either case companies whenever he,., there is no information about Jimmy Lawrence or the reasons for imposing... Her to believe that he was born in Nigeria and she in England question whether the 's. Aurora was wound up and thereafter he operated mainly through the Petrodel companies recognise corporate legal.... Nigeria and PRL Nevis.14 between them may be critical of incorporation can be.. The incorporation of PRL are owned by its controller is a proprietary right, legal or.. Part be willing to presume it in 1988 ( before the incorporation PRL. Justifying piercing the corporate veil was available under section 24 of the company or.... Will only record my surprise that the companies was the legal consequences their. When he could not have been good reasons for giving judgment against Mr Smallbone 's ownership and control the. Such an order in binding third parties are entitled to pierce the corporate ''. Assets owned by its own concluded, `` must now cease '' have been amply explained Lord. If that were not often the case.94 any issue about that formulation piercing the corporate veil be. Of title before that is plainly not the law.Beneficial ownership of the interposition of 1973. Relief proceedings in a sense it is thus likely to be incurred by husband... As Robert prest v petrodel press summary LJ once observed, in Nicholas v Nicholas [ 1984 ] FLR 285, 288 Cumming-Bruce... Even an overwhelming case court decision, more generally, was bought in the first and most of.