Business Mortgage Finance 6 Plc v Greencoat Investments Ltd & Ors

Business Mortgage Finance 6 Plc v Greencoat Investments Ltd & Ors

The defendants were not valid Noteholders at the relevant times and lacked authority under the Trust Deed and securitisation documents to appoint trustees, receivers, or take other steps. All steps taken by the defendants were invalid and of no effect. Injunctive relief is justified to restrain further unlawful acts by the defendants.

Parties
Claimant: Business Mortgage Finance 6 PLC; First Defendant: Greencoat Investments Limited; Second Defendant: Greencoat Holdings Limited; Third Defendant: Portfolio Logistics Limited; Fourth Defendant: Mr Patrick Fitzsimons; Fifth Defendant: Mr Alfred Olutayo Oyekoya; Sixth Defendant: Ms Maria Stoica
Jurisdiction
England and Wales
Judgment Date
31 July 2019
Procedural Posture
Civil (commercial/chancery) / Judgment After Expedited Trial on Part 8 Claim
Outcome
Declarations granted; injunctive relief granted
Legal Topics
Validity of Trustee Appointments, Noteholder Rights, Receiver Appointments, Extraordinary Resolutions, Interpretation of Securitisation Documents
Securitisation Trusts and Trustees Insolvency Company Law Validity of Trustee Appointments Noteholder Rights Receiver Appointments Extraordinary Resolutions +1 more

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Parties

Business Mortgage Finance 6 PLC

Claimant

Greencoat Investments Limited

First Defendant

Greencoat Holdings Limited

Second Defendant

Portfolio Logistics Limited

Third Defendant

Mr Patrick Fitzsimons

Fourth Defendant

Mr Alfred Olutayo Oyekoya

Fifth Defendant

Ms Maria Stoica

Sixth Defendant

Procedural Posture

Civil (commercial/chancery) / Judgment After Expedited Trial on Part 8 Claim

Legal Issues

  1. 1 Whether the defendants validly appointed additional trustees and receivers under the securitisation documents
  2. 2 Whether the defendants had standing as Noteholders to take the impugned steps
  3. 3 Whether the steps taken by the defendants were void and of no effect under the Trust Deed and related documents

Ratio Decidendi

The defendants were not valid Noteholders at the relevant times and lacked authority under the Trust Deed and securitisation documents to appoint trustees, receivers, or take other steps. All steps taken by the defendants were invalid and of no effect. Injunctive relief is justified to restrain further unlawful acts by the defendants.

Court Disposition

Declarations granted; injunctive relief granted

Orders

  • Declarations that all steps taken by the defendants purporting to appoint trustees, receivers, remove the Trustee, appoint directors, or redeem Notes were invalid and of no effect as between the parties to the Securitisation Documents and the parties to this action.
  • Injunctions restraining the defendants from purporting to act as trustees, receivers, directors, or Noteholders unless and until validly appointed or recognised as such under the Trust Deed, subject to further order or written confirmation by the Trustee.