Bank of New York Mellon (International) Limited v Cine-UK Limited

Bank of New York Mellon (International) Limited v Cine-UK Limited

The obligation to pay rent under the leases was not suspended during periods when government regulations made operation of cinemas unlawful due to the Covid-19 pandemic. The leases only provided for suspension of rent in cases of physical damage or destruction, not for legal restrictions. There was no implied term suspending rent in these circumstances, and no failure of basis justifying non-payment or restitution. The allocation of risk in the leases was clear and comprehensive, leaving no gap for unjust enrichment to operate.

Parties
Claimant/respondent: Bank of New York Mellon (International) Limited; Defendant/appellant: Cine-UK Limited; Claimant/respondent: London Trocadero (2015) LLP; Defendant/appellant: Picturehouse Cinemas Limited; Defendant/appellant: Gallery Cinemas Limited; Defendant/appellant: Cineworld Cinemas Limited
Jurisdiction
England and Wales
Judgment Date
27 July 2022
Procedural Posture
Civil Appeal / Appeal From Summary Judgment in High Court
Outcome
Appeals dismissed
Legal Topics
Rent Suspension During Pandemic, Implied Terms in Leases, Failure of Basis/unjust Enrichment, Construction of Rent Cesser Clauses
Landlord and Tenant Law Contract Law Unjust Enrichment Rent Suspension During Pandemic Implied Terms in Leases Failure of Basis/unjust Enrichment Construction of Rent Cesser Clauses

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Parties

Bank of New York Mellon (International) Limited

Claimant/respondent

Cine-UK Limited

Defendant/appellant

London Trocadero (2015) LLP

Claimant/respondent

Picturehouse Cinemas Limited

Defendant/appellant

Gallery Cinemas Limited

Defendant/appellant

Cineworld Cinemas Limited

Defendant/appellant

Procedural Posture

Civil Appeal / Appeal From Summary Judgment in High Court

Legal Issues

  1. 1 Whether tenants are liable to pay rent during periods when government regulations made operation of cinemas unlawful due to the Covid-19 pandemic
  2. 2 Whether the leases contain an implied term suspending rent during such periods
  3. 3 Whether there was a failure of basis justifying non-payment of rent or restitution

Ratio Decidendi

The obligation to pay rent under the leases was not suspended during periods when government regulations made operation of cinemas unlawful due to the Covid-19 pandemic. The leases only provided for suspension of rent in cases of physical damage or destruction, not for legal restrictions. There was no implied term suspending rent in these circumstances, and no failure of basis justifying non-payment or restitution. The allocation of risk in the leases was clear and comprehensive, leaving no gap for unjust enrichment to operate.

Court Disposition

Appeals dismissed

Orders

  • Summary judgment for the landlords upheld
  • Tenants remain liable for rent during the relevant periods