Law Debenture Trust Corporation Plc v Elektrim SA & Anor [2010] EWCA Civ 1142 (22 October 2010)

Law Debenture Trust Corporation Plc v Elektrim SA & Anor [2010] EWCA Civ 1142 (22 October 2010)

The Contingent Payment was payable notwithstanding the late redemption of the bonds, as the obligation was not conditional on redemption by the Repayment Maturity Date. The proper approach to damages was to assess the fair market value of Elektrim's assets as at the Contingent Payment Determination Date, considering the likely legal advice and facts available, rather than applying a loss of a chance discount. The judge's valuation methodology for the PTC and PAK shares was upheld, and the appeal was dismissed.

Citation
[2010] EWCA Civ 1142
Parties
Claimant/1st Respondent: The Law Debenture Trust Corporation plc; Appellant/defendant: Elektrim SA; 2nd Respondent/defendant: Concord Trust
Jurisdiction
England and Wales
Judgment Date
22 October 2010
Procedural Posture
Civil Appeal / Court of Appeal Judgment on Appeal From High Court (chancery Division)
Outcome
Appeal dismissed; cross-appeal dismissed.
Legal Topics
Bondholder Rights, Trust Deed Construction, Damages for Breach of Contract, Valuation of Assets, Loss of a Chance, Contingent Payments, Interpretation of Financial Instruments
Commercial Law Trusts and Equity Contract Law Bondholder Rights Trust Deed Construction Damages for Breach of Contract Valuation of Assets Loss of a Chance +2 more

Case Brief

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Parties

The Law Debenture Trust Corporation plc

Claimant/1st Respondent

Elektrim SA

Appellant/defendant

Concord Trust

2nd Respondent/defendant

Procedural Posture

Civil Appeal / Court of Appeal Judgment on Appeal From High Court (chancery Division)

Legal Issues

  1. 1 Whether the Contingent Payment under condition 6(k) was payable despite late redemption of bonds
  2. 2 Proper approach to valuation of Elektrim's interest in PTC shares for damages
  3. 3 Whether damages should be assessed on a loss of a chance basis

Ratio Decidendi

The Contingent Payment was payable notwithstanding the late redemption of the bonds, as the obligation was not conditional on redemption by the Repayment Maturity Date. The proper approach to damages was to assess the fair market value of Elektrim's assets as at the Contingent Payment Determination Date, considering the likely legal advice and facts available, rather than applying a loss of a chance discount. The judge's valuation methodology for the PTC and PAK shares was upheld, and the appeal was dismissed.

Court Disposition

Appeal dismissed; cross-appeal dismissed.

Orders

  • Elektrim's appeal dismissed on all grounds.
  • Trustee's cross-appeal for higher principal amount dismissed.