Gladstone Plc v Manchester City Magistrates' Court & Anor

A third party may institute a criminal prosecution where the offence involves a public interest and benefit, rather than a purely private grievance. The public interest may arise from the orderly conduct of a public company’s general meeting and the protection of those entitled to participate. A company’s authority to prosecute depends separately on its constitutional powers and the authority of the person laying the information. A solicitor may lay an information on the company’s behalf where the documents support an inference of proper authorisation.

Gladstone plc sought judicial review of a District Judge’s decision dismissing a summons alleging that Norman Guiver had committed common assault, contrary to section 39 of the Criminal Justice Act 1988, at the company’s annual general meeting. The District Judge held that the alleged assault was an individual grievance, that only the injured person could prosecute, that the company could not be individually aggrieved, and that the company had not authorised the prosecution.

The central issues were whether the company had sufficient public interest and utility to institute proceedings, whether it possessed the necessary vires, and whether the solicitor who laid the information was authorised to do so.

1. Outcome. The claim succeeded. The District Judge’s decision, including the costs decision, was quashed. The information was declared valid, and the summons was restored for the hearing to continue.
2. The governing distinction is between an individual grievance and a prosecution serving a public interest and benefit. The traditional formulation referring to public policy, utility and public morals was restated in modern terms. An individual victim could prosecute an individual grievance, but a third party could prosecute where the wider public-interest criterion was satisfied.
3. The court held that orderly conduct at the annual general meeting of a public company was capable of engaging a sufficient public interest. The company’s proposed prosecution was therefore not excluded merely because the alleged assault concerned a private meeting or a dispute involving a shareholder.
4. The power to prosecute and the company’s vires were separate questions. The company’s objects authorised it to manage and control the operation of companies and to do things conducive to those objects. Maintaining order at a statutory general meeting fell within that potential authority, subject to the proper exercise of the power and respect for shareholders’ legitimate participation.
5. The information had been laid by Bradley Lee, a solicitor, rather than by the company itself. Rule 4(1) of the Magistrates’ Court Rules 1983 contemplated an information being laid by a prosecutor or his solicitor. The company’s resolution, correspondence and the solicitors’ letter provided sufficient evidence that Mr Lee had been authorised.
6. The court declined to determine the wider argument concerning whether a body corporate could itself be an informant under section 3(2)(a) of the Prosecution of Offences Act 1985. The prosecution’s alleged abuse of process was also left undecided.

• Manchester City Magistrates' Court: the District Judge dismissed the summons, holding that the company lacked standing and authority to lay the information.
• High Court (Administrative Court): the decision was quashed, the information declared valid, and the proceedings remitted for continuation.