Facts
Thakurdas Choithram Pagarani died. Shortly before his death, he tried to transfer various assets to the Choithram International Foundation, a philanthropic body created by him at the same time as the gift.
Mr Pagarani was born in 1914 in India. He was a devout Hindu. In 1928 he married his first wife, Lalibai Thakurdas Pagarani, by whom he had six daughters. In about 1937 Mr Pagarani left India and eventually established a supermarket business in Sierra Leone, Lalibai and their children remaining in India. In Sierra Leone he met and in 1944 married Virginia Harding, who bore him eight children including three sons.
Mr Pagarani remained in Sierra Leone until the 1980s but used to return to India to visit his Indian family and those members of his Sierra Leone family whom he had taken to India to be brought up according to Indian ways and customs.
The businesses carried on by Mr Pagarani were outstandingly successful and spread widely throughout the world. They were usually named "T. Choithram and Sons" and were often known simply as "Choithrams". In 1989 Mr Pagarani brought most of his business under the umbrella of the first various offshore companies (including T Choithram International SA), in effect, holding companies. He was not the sole owner of the shares in those companies, but he held a majority share.
Throughout his life Mr Pagarani was outstandingly generous in his charitable giving. His gifts amounted to many millions of U.S. dollars. The judge at first instance found as a fact that:
having made generous provision for his first wife and each of his children, intended to leave much of the remainder of his wealth to charity, to the exclusion of his children. This he hoped to achieve by setting up a foundation to serve as an umbrella organisation for those charities which he had already established and which would in due course be the vehicle to receive most of his assets when he died. This was from all accounts, a longstanding intention of the deceased.
At the end of 1991, Mr Pagarani was diagnosed as suffering from cancer. He left his home in Dubai (where he had primarily established himself after he left Sierra Leone in the 1980s) and came to London to stay with his son. Preparations were made for an elaborate ceremony at which he was to establish the Choithram International Foundation and give it all his wealth. As Mr Pagarani's condition worsened various family members were summoned to his bedside. In an upstairs bedroom in his son's house on 17 February 1992 Mr Pagarani executed the Foundation's trust deed in the presence of various persons. Immediately after signing the Foundation trust deed Mr Pagarani said certain words. The witnesses varied in their recollection of the details of what was said but all were in substantial agreement. In substance, he was thought to have said: "I now give all my wealth to the Trust" or "I have given everything to the Trust". Mr Pagarani then said to the group's accountant, Mr Param (who was in attendance), that he, Mr Param, knew what to do and that he should transfer all his balances with the companies to the Foundation and his shares as well. Again the exact words used are not identically remembered. On the same day, 17 February 1992, the other trustees present in London signed the trust deed. The remaining Trustees of the Foundation who were not in London signed the Foundation trust deed shortly thereafter.
Later that same day meetings of the board of directors of each of the companies were held acknowledging the earlier gifts. The Articles of Association contained certain pre-emption rights, which the other shareholders duly waived.
Mr Pagarani had also prepared a will, which gave all of his wealth to the Foundation. However, at the time the will was drafted, the Foundation had not been constituted. The will was never signed, and Mr Pagarani had asked a new will to be prepared and for arrangements to made to transfer his assets inter vivos.
In the event, no transfer documents were ever signed. Shortly afterwards Mr Pagarani was admitted to intensive care where he died. His relatives, who stood to benefit from an intestacy, claimed the assets had never been transferred to the Foundation and fell to be distributed with his estate. The relatives who were trustees of the Foundation claimed that the gift to the Foundation was valid, and that the shares in the companies had not been transferred properly in the manner specified by law in the International Business Companies Act.
Read more about this topic: T Choithram International SA V Pagarani
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