Before LiberkeeThe record behind Huf's Phone as a Key

How Huf got it

How Secure ID reached Huf, and what Huf relied on

This is our account of 2011 to 2014, supported by the confidentiality agreement, the joint venture documents, Companies House and ICO correspondence, and the invoices, payslips and P45 that were produced in Michael Greaves’s name. We hold these documents and provide them on request.

The parties

The inventors. Phillip Shaw and Michael Greaves, directors of EUS Associates Ltd, which owned the IP, was the applicant on GB2516939A, and funded all of the research, development and professional fees for the system they called Secure ID.

L&A Consultants Limited. A UK consultancy (company 01843754, incorporated 1984) engaged in November 2011 to find investors, in return for a share of the resulting venture. The family that then owned it gave up control in March 2018; the company was renamed Lightbulb Analytics Limited in August 2020 and was acquired by Volaris Group UK Holdco Ltd, part of Constellation Software Inc., on 4 August 2021. It remains active. Its principal was the brother-in-law of Huf’s head of product development, which is how the introduction to Huf came about. L&A’s own product was a fleet telematics system, and it was L&A that later contracted Spaggetti to build the prototype app and platform on the inventors’ design.

Huf Hülsbeck & Fürst GmbH & Co. KG. Introduced by L&A in March 2012. Huf made two conditions from the first meeting: it would deal with a single entity, and the IP had to be capable of patent protection.

Spaggetti Limited. A small software company with no employees, assets or accounts when L&A first approached it in June 2012. It became the source of the development staff for the proof of concept, described to everyone, including Huf’s board members, as a body-shop contractor on day rates. The register shows it was renamed Autovators Limited on 19 December 2013 and dissolved in February 2016; a second company later took the Spaggetti name and was dissolved in November 2025.

What was agreed, and with whom

On 23 May 2012 the inventors signed a confidentiality agreement with L&A. A side document acknowledged Secure ID as pre-existing, as belonging to the inventors, and as “patent in progress”. The agreement excluded any right to own, disclose, market, transfer, license or sell the information or IP without the inventors’ written and signed consent. That agreement preceded every agreement with Huf.

Huf and L&A then signed a memorandum of understanding on 1 August 2012 and a Master Agreement on 10 December 2012 for a joint venture with two business streams: L&A’s telematics product with a Huf box, and Secure ID, subject to a proof of concept. The inventors were to receive equity in an enlarged L&A in exchange for a deed transferring the IP; that deed, the shares and any consideration were never completed, on our account because L&A repeatedly deferred them.

The joint venture, Huf Secure Mobile Limited, was incorporated in the UK on 3 January 2013 (company 08345977) with Sven Gennermann and Helmut Janus as Huf’s directors and Phillip Shaw and Adrian McMullan for the L&A side. Huf paid in its share capital. The proof of concept ran from March 2013.

What Huf saw

On 16 October 2013 Huf’s appointed directors, including Sven Gennermann, came to London to see Secure ID demonstrated at the contractual milestone in the Master Agreement, and signed it off as working. This was the full system: central authenticator, phone, vehicle-side access device, token issue and matching. Seven months later Mr Gennermann was named as an inventor on Huf’s own application for a system with the same three parts. The two documents side by side.

The false register entries

On 23 October 2013, at a meeting in Velbert, the Huf directors raised what they said was a conflict of interest: Companies House showed Michael Greaves as an officer of Spaggetti. That was the first he knew of it. Filings had been made in his name since October 2011: appointments as secretary and director, terminations and changes of particulars, six in all, the last an appointment as director on 8 October 2013. He was never a director, secretary, employee or shareholder of the company and had never consented to or seen the filings.

One of those documents can still be read today. The annual return made up to 4 October 2013 and filed on 8 October 2013 remains on the company’s public filing history. It lists Michael Greaves as a company director, with a date of birth that is wrong, and as the holder of 120 of the company’s 500 ordinary shares, 24 per cent, alongside the four actual directors. The company’s officers page, by contrast, shows no trace of him at all, because the appointments were expunged. The false record and the fact of its removal can be compared side by side without taking anyone’s word for either.

He reported the matter to Action Fraud and to Companies House in October 2013 and told Huf he had done so. On his application the Registrar rectified the register on 15 January 2014, removing six filings made in his name between October 2011 and October 2013. Each now carries a public annotation on the company’s filing history: “removed from the register on 15/01/2014 as it was invalid”. Companies House confirmed the expungement to him in writing on 8 May 2014. Obtaining the consent data used to authenticate the filings took a subject access request and a complaint to the Information Commissioner’s Office, whose advice was that Spaggetti had wrongly used his personal information. The data survived only for the October 2013 filing: a phone number, a place of birth and an eye colour, the last two of them wrong.

Around the same time, Spaggetti sent him zero-value payslips, with “expenses” deducted to the exact amount of the “salary”, and Autovators issued a P45 dated 31 March 2014 recording £7,051 of pay and nil tax for an employment that never existed. In November 2013 a letter was also written on Spaggetti’s behalf by a person describing himself as its company secretary, at a time when the register showed Michael Greaves in that role.

From October to December 2013, while all this was going on, Spaggetti and L&A invoiced the joint venture for Michael Greaves’s services and expenses at more than £7,000 a month plus VAT. He performed no work for either company and was paid nothing. Huf was told so in writing.

What Huf did with it

On 5 November 2013 the inventors met Huf’s directors at the offices of Huf’s German corporate lawyers and put before them the register listings, the police report, the signed confidentiality agreement and the side document recording the origin of the IP.

On 19 December 2013 Huf removed L&A from its shareholding in the joint venture, telling the inventors it did so for dishonesty; the L&A-side directors resigned the next day. On the same day, 19 December, Spaggetti’s change of name to Autovators was filed and certified; the members had passed the resolution the day before, on 18 December.

We believe that rename was not a coincidence. The register shows that Spaggetti took on three new directors in February 2013, a month before the proof of concept began; that L&A and Spaggetti had signed their own sub-contract shortly before L&A signed the Master Agreement with Huf, which forbade exactly that; that the members resolved to rename the company Autovators on 18 December 2013, the day before Huf removed L&A, and filed it the day Huf did so; that it filed no accounts after January 2014; and that it was dissolved on 23 February 2016, the same day as Huf Secure Mobile Ltd. Our position is that Autovators was created by the directors of Spaggetti and L&A as the vessel to hold our IP, with the false directorships in Michael Greaves’s name as its claim of title, so that the IP could be sold or transferred to Huf. What arrangement was reached between Huf, L&A and Spaggetti around 19 December 2013, and what Huf gave for it, are questions only Huf can answer.

Between January and April 2014 Huf disclosed that L&A and Spaggetti were now claiming to own Secure ID, supported by an affidavit that their staff had developed it at a previous employer, and by the register entries naming Michael Greaves as their officer. Huf stopped paying the inventors. The inventors reminded Huf in writing that the IP was theirs under the confidentiality agreement, with or without a patent. On 22 May 2014 Huf filed its own patent application. In July 2014 it set up Huf Secure Mobile GmbH in Velbert. In February 2015 it announced the technology as its own invention.

Why this matters for due diligence. Huf’s claim to own Phone as a Key, as it was explained to the inventors, rested on an affidavit from a party Huf had itself just removed from its joint venture for dishonesty, and on register entries that Companies House has since determined were fraudulent and removed. Anyone valuing that claim should ask what Huf relied on instead, and when it learned the entries had been removed.
Our position. By the time it filed its own patent application and announced Phone as a Key, Huf had seen Secure ID demonstrated and had signed it off; had been given the confidentiality agreement showing whose it was; had been told the register entries were fraudulent and the invoices false; and had removed the party making the ownership claim from its own joint venture. Proceeding in that knowledge is the heart of this record.

Documents

Documents marked “available on request” are provided to Huf’s and Sodecia’s advisers, counsel and journalists under appropriate terms. Items marked P are on the public record.