Invest 360 Ltd v Park

Companies – Directors – Breach of fiduciary duties – Prescription. Sheriff Court: In an action in which a company sued a former director for payment of two sums, averring that he paid them to a company with which he was associated in breach of fiduciary duties he owed to the pursuer, the court held that the pursuer had sufficient averments on record to prove a case under s 171(b) of the Companies Act 2006 (duty to only exercise powers for the purposes for which they were conferred); it excluded from probation the pursuer's averments in relation to its s 173 case (duty to exercise independent judgment; it rejected the defender's contention that s 175 (duty to avoid conflicts of interest) did not apply because of the operation of s 175(3); and it held that any entitlement of the pursuer to recover the smaller sum sued for had been extinguished by the operation of prescription.

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