Secretary of State for Trade and Industry v Property Investors Courses Ltd & Anor

The length of an adjournment is a case-management decision within the trial judge’s discretion. An appellate court will uphold it where the judge acted within the proper ambit of that discretion.

In deciding whether more time is needed to obtain legal representation, the court may consider the party’s earlier opportunity to instruct lawyers, the reason for the requested delay, the complexity of the hearing, the party’s interest in the proceedings and the need to avoid further delay. A short adjournment may be sufficient where the hearing involves a limited forensic exercise and the party has no substantial interest requiring protection.

The Secretary of State brought petitions to wind up seven companies on public-interest grounds. A preliminary issue was directed as to whether Ms Frolikova was validly appointed as a director of those companies.

Mr John Jarvis QC, sitting as a deputy judge of the Chancery Division, granted Ms Frolikova an adjournment of two days so that the issue could be heard after a related permission application. He then rejected her evidence and held that she was not validly appointed. The companies appealed with permission on the single ground that two days was insufficient to obtain legal representation.

By the hearing in the Court of Appeal, Ms Frolikova was absent and sought a further adjournment, relying principally on medical treatment and her continuing failure to arrange representation. The central issue was whether the original two-day adjournment was legally inadequate.

The seven appeals were dismissed unanimously. Lord Justice Lloyd gave the judgment, with Lord Justice Ward and Lord Justice Dyson agreeing.

1. The decision whether to grant an adjournment, and its duration, was a case-management decision within the discretion of the deputy judge. The appellate question was whether the two-day adjournment fell outside the proper ambit of that discretion.
2. The relevant circumstances included that Ms Frolikova had disinstructed her solicitors before the hearing and had had an opportunity to obtain replacement representation; there was a good reason for listing the matter on 25 October because of Mr Michael’s permission application; and she had no shareholding, remuneration or substantial personal interest in the companies. The companies were non-trading and the winding-up petitions concerned alleged conduct prejudicial to the public interest.
3. The preliminary issue did not require a major or difficult forensic exercise. The evidence had already been prepared, and any lawyers instructed by 25 October could have sought a further adjournment if one were justified. In the unusual circumstances, there was no sufficient reason to require a lengthy adjournment, and two days was proper.
4. The court rejected the continuing applications for an adjournment in the appeal. It was entitled to proceed in Ms Frolikova’s absence, while allowing her one further opportunity to apply to set aside any adverse order. Such application was to be made by application notice under Part 23 of the Civil Procedure Rules, supported by evidence addressing the matters raised by the Treasury Solicitor, including the steps taken to obtain legal representation.

The court directed that the order and transcript be provided to Ms Frolikova at public expense and allowed time for any application to set aside. The asserted rights under the European Convention on Human Rights did not materially alter the assessment because the practical civil rights and obligations engaged were unclear and the issue was not of great weight or importance.

• Court of Appeal (Civil Division): dismissed seven appeals against the case-management decision, with liberty for Ms Frolikova to apply to set aside the order within the stipulated period.
• High Court of Justice, Chancery Division: Mr John Jarvis QC, sitting as a deputy judge, granted a two-day adjournment, determined that Ms Frolikova was not validly appointed as a director, and gave consequential directions.