EMI Group Ltd v O & H Q1 Ltd

EMI Group Ltd v O & H Q1 Ltd

A tenant is precluded under the Landlord and Tenant (Covenants) Act 1995 from assigning the tenancy to its guarantor, and any agreement seeking to give effect to such an arrangement is void by reason of section 25(1), as it frustrates the purpose of the Act. The assignment to the guarantor is therefore void and does not vest the lease in the guarantor.

Parties
Claimant: EMI Group Limited; Defendant: O & H Q1 Limited
Jurisdiction
England and Wales
Judgment Date
16 March 2016
Procedural Posture
Civil / Judgment on Preliminary Issue
Outcome
Claim dismissed
Legal Topics
Assignment of Lease, Guarantor Liability, Landlord and Tenant (covenants) Act 1995, Anti Avoidance Provisions, Release From Covenants

Case Brief

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Parties

EMI Group Limited

Claimant

O & H Q1 Limited

Defendant

Procedural Posture

Civil / Judgment on Preliminary Issue

  1. 1 Whether the Act precludes the guarantor of an assignor from becoming the assignor’s assignee
  2. 2 Extent to which agreements purporting to give effect to such arrangement are avoided by section 25(1) of the Act

Ratio Decidendi

A tenant is precluded under the Landlord and Tenant (Covenants) Act 1995 from assigning the tenancy to its guarantor, and any agreement seeking to give effect to such an arrangement is void by reason of section 25(1), as it frustrates the purpose of the Act. The assignment to the guarantor is therefore void and does not vest the lease in the guarantor.

Court Disposition

Claim dismissed

Orders

  • Declaration that the purported assignment of the Lease to the Claimant is void and of no effect.
  • Lease remains vested in the Original Tenant.