Case details

Persad (Appellant) v Singh (Respondent) (Trinidad and Tobago)

Case ID: JCPC 2016/0021

Jurisdiction: The Court of Appeal of Trinidad and Tobago

Case summary

Issue

The circumstances in which the corporate veil can be pierced.

Facts

The respondent, Mr Singh, was the owner of certain premises in Trinidad ("the Property"). The appellant, Mr Persad, approached Mr Singh to inquire about renting the Property, and they entered into negotiations. A lease agreement was subsequently prepared by Mr Persad and by Mr Singh’s brother acting on Mr Singh’s behalf. The agreement named Mr Singh as lessor and a limited liability company, CHTL, as lessee. Mr Singh first became aware that CHTL was the intended lessee when he was sent the agreement in early 2002. The agreement was executed on 1 May 2002. CHTL was incorporated on 2 May 2002. Mr Persad was the director of CHTL, acted as its agent, and provided it with funding. In 2004 Mr Singh issued proceedings against both CHTL and Mr Persad for arrears of rent and damages for disrepair. Even though the tenancy was between Mr Singh and CHTL, the trial judge found that in the circumstances it was appropriate to pierce the corporate veil so as to find Mr Persad personally liable. Her findings were that CHTL had not been present at the negotiations or conclusion of the lease, as it had been incorporated subsequently, and that it had been formed in the hope that Mr Persad would avoid personal liability in the event of a dispute. The Court of Appeal dismissed Mr Persad’s appeal on the basis that the trial judge was entitled to conclude that Mr Persad had intended from the outset to use the corporate personality of CHTL to evade or frustrate the legal consequences of his actions, and that this was sufficient basis to pierce the corporate veil.

Parties

Appellant

Dave Persad

Respondent

Anirudh Singh

Appeal

Justices

Lord Neuberger, Lord Kerr, Lord Reed, Lord Hughes, Lord Hodge

Hearing start date

21 Jun 2017

Hearing finish date

21 Jun 2017

Watch hearing
21 June 2017 Afternoon session