In the case of JDK Construction Limited the Court of Appeal had to consider whether an earlier decision by a High Court judge that liquidators had been validly appointed was correct.
The answer to that question turned on whether the resolutions that the company had passed to place the company into voluntary liquidation were valid given there were questions over who the members of the company were (or should have been) at the time the resolutions were passed.
The liquidators had relied on the filings at Companies House, but these did not reflect what ought to have been the position following shares being transferred without one of the shareholders knowing. Although it will be rare that shareholdings are transferred in the circumstances…
