Signia Wealth and philanthropist John Caudwell have succeeded in their shareholder dispute against former Chief Executive Nathalie Dauriac.
Signia Wealth and Mr Caudwell claimed declarations that Ms Dauriac was in breach of contract, following an expenses investigation which identified hundreds of fraudulent and doctored expenses claims. As a result, Ms Dauriac became a "bad leaver" under the shareholder agreement for the purpose of Signia's Articles of Association.
The Court (Marcus Smith J) concluded that Ms Dauriac knowingly submitted false expense claims, was therefore guilty of gross misconduct, and was a bad leaver. He found that the value of her former shareholding fell to be determined on this basis. The Court rejected Ms Dauriac's estimate of shares - for which she claimed over £20 million - and valued the shares at circa £500,000. The Court dismissed all of Ms Dauriac's counterclaims against Mr Caudwell.
Janet Tobin, Legal Director in Mishcon Private who has been representing Mr Caudwell and Signia Wealth on the case, commented:
We are very pleased to have helped to achieve this victory
for John Caudwell and Signia Wealth Limited in what was a very
hard-fought case in which Ms Dauriac made a number of unfounded
allegations against Mr Caudwell personally.
The Court has undertaken a careful and considered analysis of
the evidence and produced a detailed Judgment determining that, as
my clients had always maintained, Ms Dauriac had committed acts of
gross misconduct in relation to her expenses claims and was a
"Bad Leaver" under Signia's Articles. It is
noteworthy that the Court dismissed all of Ms Dauriac's
counterclaims against Mr Caudwell, including that her claim was
supported by alleged similar fact evidence in relation to events in
a separate business. Indeed, the case serves as a useful reminder
of the law and associated difficulties when seeking to adduce
similar fact evidence, showing that such applications must always
be approached with a high degree of care.
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