Bhullar v Bhullar [2003] EWCA Civ 424 Case Summary

Bhullar v Bhullar [2003] EWCA Civ 424

Corporate opportunity doctrine

Duty to avoid conflicts of interest = duty to communicate opportunities

A director owes a duty to avoid conflicts of interests, including through the exploitation of a corporate opportunity.

In this case the company operated grocery stores, but also owned a commercial property which it let to tenant. The tenants used part of an adjacent property as a car park. One of the company’s directors saw a ‘for sale’ sign on the adjacent property. He caused a company which he controlled to buy the land without telling the other directors of the company. It was held that he was under a duty to communicate the opportunity to the company because it would have been a ‘worthwhile’ opportunity for the company.