Avonwick Holdings Ltd v Webinvest Ltd & Anor [2014] EWHC 3661 (Ch) (06 November 2014)

Avonwick Holdings Ltd v Webinvest Ltd & Anor [2014] EWHC 3661 (Ch) (06 November 2014)

There was no collateral oral 'pay if paid' agreement. The written Loan Agreement and Guarantee set out the true and enforceable obligations of the parties. The Defendants' evidence was found to be dishonest and not credible, while the Claimant's witnesses and documentation were credible and consistent. All defences based on collateral contract, estoppel, rectification, and mistake failed. The Claimant is entitled to judgment for repayment of the loan and interest.

Citation
[2014] EWHC 3661 (Ch)
Parties
Claimant: Avonwick Holdings Limited; First Defendant: Webinvest Limited; Second Defendant: Mikhail Shlosberg
Jurisdiction
England and Wales
Judgment Date
06 November 2014
Procedural Posture
Commercial Claim (loan Repayment) / High Court Trial Judgment
Outcome
Claim allowed. Judgment for the Claimant.
Legal Topics
Loan Agreements, Guarantees, Collateral Oral Agreements, Repayment Obligations, Estoppel, Rectification, Mistake
Contract Law Commercial Law Loan Agreements Guarantees Collateral Oral Agreements Repayment Obligations Estoppel Rectification +1 more

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Parties

Avonwick Holdings Limited

Claimant

Webinvest Limited

First Defendant

Mikhail Shlosberg

Second Defendant

Procedural Posture

Commercial Claim (loan Repayment) / High Court Trial Judgment

Legal Issues

  1. 1 Whether there was a collateral oral 'pay if paid' agreement qualifying the written loan and guarantee obligations
  2. 2 Whether the written Loan Agreement and Guarantee are enforceable according to their terms
  3. 3 Whether defences of collateral contract, estoppel by convention, rectification, or mistake apply

Ratio Decidendi

There was no collateral oral 'pay if paid' agreement. The written Loan Agreement and Guarantee set out the true and enforceable obligations of the parties. The Defendants' evidence was found to be dishonest and not credible, while the Claimant's witnesses and documentation were credible and consistent. All defences based on collateral contract, estoppel, rectification, and mistake failed. The Claimant is entitled to judgment for repayment of the loan and interest.

Court Disposition

Claim allowed. Judgment for the Claimant.

Orders

  • Defendants to pay Avonwick Holdings Limited the principal sum of US$100 million plus outstanding interest as per the Loan Agreement and Guarantee.
  • Defendants' defences dismissed in full.