PricewaterhouseCoopers v SAAD Investments Company Limited (In Official Liquidation) and another

PricewaterhouseCoopers v SAAD Investments Company Limited (In Official Liquidation) and another

PwC is not entitled to recover preparatory compliance costs because no undertaking was sought or required, the orders were final not interim, and there is no established practice or authority in Bermuda to require such undertakings for final orders. The proper remedy would have been to seek a stay or extension pending appeal with a condition for an undertaking, which PwC did not do. The Board lacks jurisdiction to order compliance costs after the orders were discharged.

Parties
Appellant/respondent: PricewaterhouseCoopers; Respondent/appellant: Saad Investments Company Limited (In Official Liquidation); Appellant/respondent: Singularis Holdings Ltd (In Official Liquidation)
Jurisdiction
England and Wales
Judgment Date
17 November 2016
Procedural Posture
Appeal / Final Judgment
Outcome
appeal dismissed (majority); dissenting opinion would allow appeal and remit quantum to lower courts
Legal Topics
Costs of Compliance, Disclosure Orders, Undertakings, Jurisdiction, Public Duty of Liquidators
Insolvency Company Law Civil Procedure Costs of Compliance Disclosure Orders Undertakings Jurisdiction Public Duty of Liquidators

Case Brief

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Parties

PricewaterhouseCoopers

Appellant/respondent

Saad Investments Company Limited (In Official Liquidation)

Respondent/appellant

Singularis Holdings Ltd (In Official Liquidation)

Appellant/respondent

Procedural Posture

Appeal / Final Judgment

Legal Issues

  1. 1 Whether PwC is entitled to recover costs incurred in preparing to comply with disclosure orders later set aside
  2. 2 Whether an undertaking or order for compliance costs should have been required from the Liquidators
  3. 3 Whether there is jurisdiction to order compliance costs after orders are discharged

Ratio Decidendi

PwC is not entitled to recover preparatory compliance costs because no undertaking was sought or required, the orders were final not interim, and there is no established practice or authority in Bermuda to require such undertakings for final orders. The proper remedy would have been to seek a stay or extension pending appeal with a condition for an undertaking, which PwC did not do. The Board lacks jurisdiction to order compliance costs after the orders were discharged.

Court Disposition

appeal dismissed (majority); dissenting opinion would allow appeal and remit quantum to lower courts

Orders

  • PwC's application for an order for preparatory compliance costs is dismissed
  • No order for costs of compliance to be made