3i PLC v Decesare & Ors [2025] EWHC 3023 (Ch) (21 November 2025)

3i PLC v Decesare & Ors [2025] EWHC 3023 (Ch) (21 November 2025)

The Fetter in the 3i Group Pension Plan rules, by its composite phrase 'accrued rights or interests of any Member or other person in respect of benefits already provided under the Plan', protects only accrued benefits already provided, not future service benefits. The Closure Deed, which closed the Plan to future accrual but preserved the final salary link for prior accrual, was a permitted exercise of the power of amendment. The Fetter does not prevent amendments terminating future accrual, provided accrued benefits and the final salary link for prior service are maintained.

Citation
[2025] EWHC 3023 (Ch)
Parties
Claimant: 3i PLC; First Defendant (representative Member): John Decesare; Second Defendant (trustee): Gardens Pension Trustees Limited; Third Defendant (trustee): The Law Debenture (1996) Pension Trust Corporation
Jurisdiction
England and Wales
Judgment Date
21 November 2025
Procedural Posture
Part 8 Claim (pensions) / Final Judgment After Hearing
Outcome
Declaration granted in favour of 3i PLC; Construction Issue answered in the affirmative.
Legal Topics
Power of Amendment, Interpretation of Pension Scheme Rules, Fetter on Amendment, Closure of Pension Plan, Accrued Rights and Interests
Pensions Trusts Contract Power of Amendment Interpretation of Pension Scheme Rules Fetter on Amendment Closure of Pension Plan Accrued Rights and Interests

Case Brief

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Parties

3i PLC

Claimant

John Decesare

First Defendant (representative Member)

Gardens Pension Trustees Limited

Second Defendant (trustee)

The Law Debenture (1996) Pension Trust Corporation

Third Defendant (trustee)

Procedural Posture

Part 8 Claim (pensions) / Final Judgment After Hearing

Legal Issues

  1. 1 Whether the power of amendment (PoA) under the 3i Group Pension Plan rules permitted amendments to terminate or reduce the rate of future accrual of benefits without member consent, provided a link to future salary for prior accrual was maintained
  2. 2 Whether the restriction (Fetter) in the Plan rules prevented such amendments, specifically those made by the Closure Deed

Ratio Decidendi

The Fetter in the 3i Group Pension Plan rules, by its composite phrase 'accrued rights or interests of any Member or other person in respect of benefits already provided under the Plan', protects only accrued benefits already provided, not future service benefits. The Closure Deed, which closed the Plan to future accrual but preserved the final salary link for prior accrual, was a permitted exercise of the power of amendment. The Fetter does not prevent amendments terminating future accrual, provided accrued benefits and the final salary link for prior service are maintained.

Court Disposition

Declaration granted in favour of 3i PLC; Construction Issue answered in the affirmative.

Orders

  • Closure Deed amendments valid; Trustees permitted to proceed with winding up and surplus distribution as planned.