A dispute over the handling of Ince & Co’s merger with listed firm Gordon Dadds has broken out in English and French courts.
Six former partners at Ince & Co France have issued a notice of summons in the Judicial Court of Nanterre against the LLP’s joint administrators, the Royal Bank of Scotland, and advisory firm Quantuma, claiming they were ‘kept in the dark’ about the firm’s fate.
In 2018, Ince & Co entered into merger discussions with Gordon Dadds and a simultaneous exchange and completion were scheduled for 31 December 2018. However the merger plan did not proceed as originally envisaged and the LLP was ultimately placed in pre-pack administration.
In court documents, the six former partners allege that, prior to the LLPs' entry into administration, Gordon Dadds organised the transfer of the partners and staff of London LLP to itself for its own benefit, and was allowed to 'to empty Ince & Co of its substance and to then acquire the residual assets [via the pre-pack administrations] at a knockdown price'.
The allegations are vehemently denied.
The High Court of England and Wales granted the joint administrators permission to apply to the Judicial Court of Nanterre for a stay or dismissal of the partners’ claims on jurisdictional grounds.
In judgment, Insolvency and Companies Court Judge Barber said the partners’ notice of summons is part of proceedings started by another former partner, who is suing her six colleagues. That claim includes allegations that the insolvencies of Ince & Co were 'orchestrated' by Gordon Dadds, Quantuma and RBS with the complicity of the management of London LLP and International LLP.
The six partners deny any wrongdoing and in broad terms maintain that they were kept in the dark as well.