Rivertrade Ltd v EMG Finance Ltd & Ors

Rivertrade Ltd v EMG Finance Ltd & Ors

The parties agreed that the whole of the Ranhill receivable was to stand as security for the June 2009 loan. Estoppel by convention precluded the defendants from denying the effectiveness of the assignment, and Rivertrade was entitled to recover litigation costs from the Ranhill proceeds by implied term.

Parties
Claimant/respondent: Rivertrade Ltd; First Defendant/appellant: EMG Finance Ltd; Second Defendant/appellant: Shailesh Govindia; Third Defendant: EMG Holdings Ltd; Fourth Defendant/third Appellant: Forburg Ltd
Jurisdiction
England and Wales
Judgment Date
21 December 2015
Procedural Posture
Civil Appeal / Court of Appeal Judgment
Outcome
Appeal dismissed
Legal Topics
Loan Agreements, Security Interests, Estoppel by Convention, Assignment of Receivables, Implied Terms, Restitution
Commercial Law Contract Law Equity Loan Agreements Security Interests Estoppel by Convention Assignment of Receivables Implied Terms +1 more

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Parties

Rivertrade Ltd

Claimant/respondent

EMG Finance Ltd

First Defendant/appellant

Shailesh Govindia

Second Defendant/appellant

EMG Holdings Ltd

Third Defendant

Forburg Ltd

Fourth Defendant/third Appellant

Procedural Posture

Civil Appeal / Court of Appeal Judgment

Legal Issues

  1. 1 Extent of security over Ranhill proceeds
  2. 2 Effectiveness of assignment and agreement
  3. 3 Estoppel by convention

Ratio Decidendi

The parties agreed that the whole of the Ranhill receivable was to stand as security for the June 2009 loan. Estoppel by convention precluded the defendants from denying the effectiveness of the assignment, and Rivertrade was entitled to recover litigation costs from the Ranhill proceeds by implied term.

Court Disposition

Appeal dismissed

Orders

  • Rivertrade entitled to apply all Ranhill proceeds towards satisfaction of judgment
  • Rivertrade entitled to recover litigation costs from Ranhill proceeds, subject to inquiry as to amount