[1997] 1 Lloyd’s Rep. 449

Stephen Phillips acted in this sale of ship dispute – Whether sham transaction – Jurisdiction of Admiralty Court – Authority of company directors – Issue estoppel and res judicata – Standard of proof of criminal allegations in civil case.

Sale of ship – Validity – Beneficial owner – Sale of ship to third party – Whether valid transfer of ownership and registry – Ostensible authority – Directors’ powers and duties – Fraud on company – Whether agreement concluded – Meaning of “board meeting” – Issue estoppel – Whether alleged transfer of ownership and registry a sham and made pursuant to and to give effect to fraud on plaintiffs – Whether plaintiffs retained ownership of vessel – Inherent jurisdiction of Court to rectify register of ships.

Sale of ship – Ownership – Diving equipment – Whether certain diving equipment on board vessel property of plaintiffs.