Investin Quay House Limited v BUJ Architects LLP

There is before me, sitting as a Single Judge of the Court of Appeal, a renewed application for leave to appeal and for ancillary orders, leave having been refused by the Royal Court (R. J. MacRae, Esq., Deputy Bailiff, sitting alone) on 13 October 2021 ( Investin Quay House Limited (In Liquidation) v BUJ Architects LLP [2021] JRC 255 .

The Company was incorporated in Jersey on 17 December 2013, and at all relevant times Mr John Downer ("Mr Downer") was the sole director and only shareholder.

For most of its life, all meetings of the Company's board of directors took place in Jersey. During its existence the Company had had seven directors, six of whom had been resident in Jersey. Apart from Mr Downer, the directors had been supplied by the service providers for the Company, the JTC Group (the "JTC directors"). In July 2019 the JTC directors had resigned, leaving Mr Downer as the sole director. Mr Downer lives in Portugal and has done for some years.

At some point the Company ceased to carry on business. As the result of a judgment against the Company in England in November 2019, obtained by the Respondent in the sum of £354,000.00 plus interest, it appears that the Company was unable to pay its debts. There are two other significant creditors of the Company holding awards or orders in their favour.

On 27 July 2020, the Respondent issued a winding-up petition against the Company before the High Court in England. The petition was subsequently listed on the general winding-up list. On 18 November 2020, by consent, the High Court ordered that the petition be removed from the general winding-up list and gave leave to the Company to file evidence in opposition, including any evidence to challenge the High Court's jurisdiction to wind up the Company.