APL Holdco Limited v Apple Properties Limited

Facts

Apple Properties Limited, incorporated in the Isle of Man in 1995, holds a portfolio of some 11 rented properties in London. Its two shares are held by nominee companies: one now by APL Holdco Limited for Mr Habib Bush, the other by Lake Limited on trust for Habib's brother, Mr Shafe Buksh. In 2020 Habib, assisted by his son Omar, purported to remove Shafe as a director, took him off the company's bank mandate and denied that he had any interest in the company. Shafe's first claim in the High Court in England, seeking declarations that the properties were held on trust for him and injunctive relief, failed before Zacaroli J and was discontinued. Shafe then sued in the High Court of the Isle of Man, and in a judgment handed down on 29 May 2024 His Honour Acting Deemster Gough found the defence to be a manufactured tissue of untrue evidence, declared Lake's share to be held on trust for Shafe, declared Shafe a director and granted injunctions requiring Habib and Omar to furnish him with information; a later order for £250,000 on account of indemnity costs remains unpaid. Holdco then petitioned in England to wind the company up as an unregistered company on the just and equitable ground, relying on breakdown of trust and confidence and functional deadlock. Lake opposed.