GGF Fund Ltd v Anglian Windows Ltd & Ors [2025] EWHC 2397 (Ch) (22 September 2025)

GGF Fund Ltd v Anglian Windows Ltd & Ors [2025] EWHC 2397 (Ch) (22 September 2025)

Membership of the fund is required to participate in surplus distribution; membership terminates automatically upon insolvency events as per federation rules; the relevant date for entitlement is the fund's termination date, 31 March 2021; rules excluding insolvent entities are valid and not ultra vires or contrary to public policy.

Citation
[2025] EWHC 2397 (Ch)
Parties
Claimant: G. G. F. Fund Limited; Second Defendant: Anglian Windows Limited (now called ASHI Group Limited); Third Defendant: E Realisations 2020 Limited (in administration)
Jurisdiction
England and Wales
Judgment Date
22 September 2025
Procedural Posture
Part 64.2(a) Trustee Application / Final Judgment
Outcome
Declaratory judgment granted; court determines interpretation of fund rules for distribution.
Legal Topics
Interpretation of Trust Rules, Distribution of Surplus Assets, Membership Termination, Anti Deprivation Rule, Ultra Vires
Trusts Company Law Insolvency Contract Law Interpretation of Trust Rules Distribution of Surplus Assets Membership Termination Anti Deprivation Rule +1 more

Case Brief

Summary, issues, holding and outcome

More case intelligence is available

Unlock the full research layer for this judgment.

Full judgment text Downloadable case file Legal principles 5 Authorities cited 19 Party arguments 2 Amounts and remedies 8
Sign in to unlock

Parties

G. G. F. Fund Limited

Claimant

Anglian Windows Limited (now called ASHI Group Limited)

Second Defendant

E Realisations 2020 Limited (in administration)

Third Defendant

Procedural Posture

Part 64.2(a) Trustee Application / Final Judgment

Legal Issues

  1. 1 What is the relevant date for membership to participate in fund distribution?
  2. 2 Is membership required to participate in surplus distribution?
  3. 3 Does insolvency automatically terminate membership?

Ratio Decidendi

Membership of the fund is required to participate in surplus distribution; membership terminates automatically upon insolvency events as per federation rules; the relevant date for entitlement is the fund's termination date, 31 March 2021; rules excluding insolvent entities are valid and not ultra vires or contrary to public policy.

Court Disposition

Declaratory judgment granted; court determines interpretation of fund rules for distribution.

Orders

  • Surplus assets to be distributed to members whose subscriptions are fully paid up as of 31 March 2021.
  • Entities suffering insolvency events prior to 31 March 2021 are excluded from distribution.