A. S. ONASSIS v. H. P. DREWRY, S.A.R.L., AND OTHERS.

(1949) 83 Ll.L.Rep. 249

COURT OF APPEAL.

Before Lord Justice Tucker, Lord Justice Singleton and Lord Justice Jenkins.

Contract-Nullity-French company-Non-existence - Enforcement of award of damages for breach-Conflict of laws- Capacity-Charter-party entered into between plaintiff, as owner, and first defendants (French private limited liability company), as charterers - Breach by plaintiff - Arbitration - Award of damages in favour of charterers -Proceedings to enforce award successfully taken by first defendants both in England and in United States -Present action brought by plaintiff against first defendants and second defendant (liquidator of first defendants) claiming declarations that first defendants, when charter-party was entered into, were non-existent as a private limited liability company under French law, and that therefore award and subsequent Court orders were null and void; also, against third defendants (solicitors acting for first and second defendants) claiming declaration that they were liable, on the ground of breach of warranty of authority, to indemnify plaintiff against costs incurred by him in such proceedings-Proof of non-existence of company-French law - Automatic dissolution where company in effective control of one shareholder-Evidence of shareholding-Alleged holding by two shareholders of whom one was mere nominee - "Simulation" - Authority of "gérant" or liquidator after dissolution.