The Law Debenture Trust Corporation Plc v Elektrim SA & Anor (Rev 1) [2009] EWHC 1801 (Ch) (20 July 2009)

The Law Debenture Trust Corporation Plc v Elektrim SA & Anor (Rev 1) [2009] EWHC 1801 (Ch) (20 July 2009)

Condition 6(k) of the Trust Deed does not make the obligation to pay the Contingent Payment conditional upon redemption of the bonds by the Repayment Maturity Date. Elektrim was in breach of contract by failing to implement the machinery for determining and paying the Contingent Payment. The Trustee is entitled to damages for loss of a chance to receive the Contingent Payment. The alternative claims based on estoppel, rectification, or res judicata do not arise, but would have been resolved in the Trustee's favour if necessary.

Citation
[2009] EWHC 1801 (Ch)
Parties
Claimant: The Law Debenture Trust Corporation PLC; First Defendant: Elektrim S.A.; Second Defendant: Concord Trust
Jurisdiction
England and Wales
Judgment Date
20 July 2009
Procedural Posture
Commercial/contract Claim / High Court (chancery Division) Judgment
Outcome
Claim allowed in part; Trustee entitled to damages for loss of a chance to receive the Contingent Payment.
Legal Topics
Interpretation of Trust Deeds, Breach of Contract, Damages for Loss of Chance, Res Judicata, Rectification, Estoppel
Contract Law Trusts and Equity Banking and Finance Interpretation of Trust Deeds Breach of Contract Damages for Loss of Chance Res Judicata Rectification +1 more

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Parties

The Law Debenture Trust Corporation PLC

Claimant

Elektrim S.A.

First Defendant

Concord Trust

Second Defendant

Procedural Posture

Commercial/contract Claim / High Court (chancery Division) Judgment

Legal Issues

  1. 1 Whether Elektrim breached its contractual obligations under the Trust Deed by failing to implement the machinery for calculation and payment of the Contingent Payment under condition 6(k)
  2. 2 Proper construction of condition 6(k) of the Trust Deed regarding the obligation to pay the Contingent Payment
  3. 3 Whether the obligation to pay the Contingent Payment was conditional on redemption of the bonds by the Repayment Maturity Date

Ratio Decidendi

Condition 6(k) of the Trust Deed does not make the obligation to pay the Contingent Payment conditional upon redemption of the bonds by the Repayment Maturity Date. Elektrim was in breach of contract by failing to implement the machinery for determining and paying the Contingent Payment. The Trustee is entitled to damages for loss of a chance to receive the Contingent Payment. The alternative claims based on estoppel, rectification, or res judicata do not arise, but would have been resolved in the Trustee's favour if necessary.

Court Disposition

Claim allowed in part; Trustee entitled to damages for loss of a chance to receive the Contingent Payment.

Orders

  • Elektrim to pay damages to the Trustee assessed by reference to the loss of a chance to receive the Contingent Payment as at 11 July 2006.
  • Assessment of damages to be conducted in accordance with the judgment's principles.