Magee v Crocker

Alexander appeared in a 12-day High Court trial concerning a disputed transfer of shares in a golf-course company, alleged fraudulent misrepresentation, pre-emption rights and whether a shareholders' agreement had been novated.

Case overview

The proceedings concerned a 2014 transfer of shares from an offshore settlement to family trustees and the continuing effect of a 2010 shareholders' agreement. Mr Crocker challenged the transfer and advanced counterclaims and Part 20 claims based on alleged fraud, breach of the company's articles and the shareholders' agreement, and the loss of pre-emption rights.

Principal issues or remedies

• Whether the 2014 share transfer was valid or had been procured by fraudulent misrepresentation.
• Whether contractual pre-emption rights or the company's articles rendered the transfer open to challenge.
• Whether the 2010 shareholders' agreement had terminated or had been novated so that the incoming trustees could enforce it.

Alexander's role, work and outcome

Alexander was junior counsel in a 12-day trial involving extensive oral and documentary evidence, offshore trust arrangements and closely contested allegations of fraud. In the consequential judgment, the court ordered the Fitzpatrick Trustees to pay Mr Crocker's costs occasioned by their late amendment.

Why the case matters

The main judgment contains detailed analysis of fraud allegations, offshore trust and company documentation, share-transfer restrictions, estoppel, waiver and novation in a closely held company. The consequential judgment provides practical guidance on apportioning costs across claims, counterclaims and amendments.

Official, reported and published materials

• Main High Court judgment →
• Consequential costs judgment →