PANAGIOTOPOULOS vs. PLASTICO LTD. AND PLASTICO LTD vs. PANAGIOTOPOULOS (CONSOLIDATED)

The plaintiff, Mr. Panagiotopoulos, a major shareholder in Panbros Salt Industries Ltd., was involved with Miss Dimitra Politis and Mr. George Constantine Michaelides in forming Plastico Ltd. for manufacturing plastic goods at Tema. The plaintiff obtained land through his company and paid for machinery pre-incorporation. He later sold his interest in the land, factory, and machinery to the promoters of Plastico Ltd. by a sale agreement dated 1 March 1963, payable in installments secured by a mortgage. The company was incorporated on 29 May 1963 and took possession of the property, making some payments but defaulting on others. Disputes arose over the company's liability on the pre-incorporation contract and the plaintiff sought specific performance and payment of the balance. The company counterclaimed for defamation alleging wrongful appointment of a receiver by the plaintiff.

JUDGMENT OF APALOO J. S.C. On 3 March 1965 I consolidated and heard together two separate actions which were brought first by Mr. Panagiotopoulos against the Plastico Ltd. of Tema and secondly, an action which was instituted by the latter company against Panagiotopoulos. The first action which was serially numbered as suit No. 488/64, claimed an amount of money alleged to be due on a balance of account which was amended to include a claim for specific performance of an implied contract; the second action serially numbered 495/64 sought damages for defamation. For the sake of convenience, I shall refer to Mr. Panagiotopoulos throughout this judgment as the plaintiff and the Plastico Ltd. as the company. Serious and somewhat difficult contentions of law were put forward by counsel but the facts themselves are substantially not in dispute. Before I deal with the purely legal aspects of the case, I must relate the facts briefly. The plaintiff, Mr. Panagiotopoulos, is the major sharehol...