Key point

The Court has discretion to suspend time for the purposes of limitation periods when exercising its jurisdiction to restore a company to the register.

The facts

The former director of a dissolved company applied for an order restoring the company and, so that it could then bring claims against third parties that had expired, suspending the running of time during the period when it was dissolved.

The decision

  • The Court’s discretion to make an order suspending limitation periods upon restoration will only be exercised in exceptional circumstances – and the burden of demonstrating such circumstances lies on the company and/or applicant.
  • In considering whether to exercise its discretion the Court will ask whether, had the company not been dissolved, it would have brought the relevant claim(s) before the expiry of the limitation period and why it did not.

Comment

The case usefully clarifies the law around restoration and the suspension of limitation periods, which is a source of comfort to officeholders who may have identified claims in administrations or liquidations, but were unable to pursue them prior to the company’s dissolution due to lack of funds. A lack of funding, or the absence of a stakeholder willing to take an assignment, is not an “exceptional circumstance” for which the Court should exercise its discretion.

County Leasing Asset Management Ltd & Ors v Hawkes