30/1/20
PROMONTORIA (OAK) LTD v EMANUEL [2020] EWHC 104 (Ch)
A trial judge had been entitled to find on the evidence before him that a copy deed of assignment which had been heavily redacted had been properly executed. Considers the best evidence rule [40]. The judge had been wrong not to require production of an unredacted copy of the deed of assignment because there were inconsistencies in the evidence as to the identity of the assignee. Also considers principles to be applied in redacting documents on grounds of confidentiality [58]. The judge had wrongly concluded that the redacted passages were irrelevant and had overlooked the relevance of an underlying sale and purchase agreement which had not been disclosed. The judge should have ordered immediate production of the relevant documents.
27/1/20
MORLEY v THE ROYAL BANK OF SCOTLAND PLC [2020] EWHC 88 (Ch)
A bank has a duty of reasonable care in providing lending services. Compliance with regulatory standards is relevant to whether the duty is breached, but compliance with the bank’s internal policies may not be [156-7]. An ordinary loan facility is not a relational contract [159]. In demanding repayment a bank exercises a right, not a discretionary power. Powers to require security to be re-valued and to charge default interest were discretionary but had not been exercised for improper purposes or maliciously [160]. A threat to appoint receivers to sell the security to a subsidiary of the bank might have been an unlawful threat defectively to perform the bank’s duties as mortgagee. But the threat was not “unequivocally unlawful” because the court might not have restrained the sale had an injunction been sought at the time. Claims of economic duress and intimidation therefore failed. In any event, the agreements entered into had been affirmed by the claimant.
21/1/20
RAIFFEISEN BANK INTERNATIONAL AG v ASIA COAL ENERGY VENTURES LTD [2020] EWCA Civ 11
Instructions by a client to its solicitors were privileged and privilege had not been waived by a confirmation which the solicitors had been authorised by the client to give to the applicant bank, that they had been put in funds and had received irrevocable instructions to transfer the funds into an escrow account or to hold the funds pending agreement between the parties.
21/1/20
RE SYSTEMS BUILDING SERVICES GROUP LTD; HUNT v MICHIE [2020] EWHC 54 (Ch)
Contains a useful summary of directors’ duties [31]. The duties survive a company’s administration or voluntary liquidation [60]. A director had acted in breach of duty by purchasing a property from the company off-market knowing it was being sold at a substantial undervalue for his own personal benefit [117]. The director had acted unreasonably so relief was not available under s 1157 Companies Act 2006. The property was therefore held on constructive trust for the company, but an allowance was to be made for the benefit of improvements to the property made by the director. The director had also acted in breach of duty by causing certain payments to a third party after the company went into administration [163] and was liable to account for certain payments made to himself.
17/1/20
ZEDRA TRUST COMPANY (JERSEY) LTD v THE HUT GROUP LTD [2020] EWHC 5 (Ch)
The court refused to strike out an unfair prejudice petition as an abuse of process and rejected a claim that the petition was in reality a derivative claim.
17/1/20
BIOCONSTRUCT GMBH v WINSPEAR [2020] EWHC 7 (QB)
Considers weight to be given to a statement of a witness who does not attend trial [67]. Considers requirements for due execution of a deed [123]. On the facts a deed of guarantee had not been validly executed. Considers whether a defendant can be estopped by convention from denying the validity of a deed [149] and holds that as a matter of law neither of the defendants could be estopped from denying the validity of the deed.
14/1/20
LONDON CAPITAL AND FINANCE PLC (IN ADMINISTRATION) v LONDON OIL & GAS LTD (IN ADMINISTRATION) [2020] EWHC 35 (Ch)
Where the validity of administrators’ appointment was challenged, the court made an order terminating the existing appointments and appointing the same administrators afresh. An application for the new appointment to be retrospective was adjourned generally with liberty to restore if it became necessary to seek retrospective validation.