Berghoff Trading Ltd & Ors v Swinbrook Developments Ltd & Ors [2008] EWHC 1785 (Comm) (28 July 2008)

Berghoff Trading Ltd & Ors v Swinbrook Developments Ltd & Ors [2008] EWHC 1785 (Comm) (28 July 2008)

Rosserlane and Caspian were both parties to the Loan Agreement and Security Agreement, each agreeing to be jointly and severally liable as primary obligors and guarantors. This precludes Rosserlane from claiming indemnity or restitution from Caspian for repayment of the debt. Any right to repayment under the Resolution was either assigned to the Claimants or released upon the sale and assumption agreements. Accordingly, the counterclaim has no real prospect of success.

Citation
[2008] EWHC 1785 (Comm)
Parties
Claimant: Berghoff Trading Limited; Claimant: GEA Holdings Limited; Claimant: Caspian Energy Group LP; Defendant: Swinbrook Developments Limited; Defendant: Rosserlane Consultants Limited; Defendant: Dr. Zaur Leshkasheli
Jurisdiction
England and Wales
Judgment Date
28 July 2008
Procedural Posture
Commercial Court Summary Judgment Application and Freezing Order / Summary Judgment Application on Counterclaim; Application to Continue Freezing Order
Outcome
Summary judgment granted for the Claimants on the counterclaim; freezing order discharged.
Legal Topics
Summary Judgment, Joint and Several Liability, Guarantee and Indemnity, Restitution, Assignment of Rights, Freezing Injunctions
Commercial Law Contract Law Banking and Finance Summary Judgment Joint and Several Liability Guarantee and Indemnity Restitution Assignment of Rights +1 more

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Parties

Berghoff Trading Limited

Claimant

GEA Holdings Limited

Claimant

Caspian Energy Group LP

Claimant

Swinbrook Developments Limited

Defendant

Rosserlane Consultants Limited

Defendant

Dr. Zaur Leshkasheli

Defendant

Procedural Posture

Commercial Court Summary Judgment Application and Freezing Order / Summary Judgment Application on Counterclaim; Application to Continue Freezing Order

Legal Issues

  1. 1 Whether Rosserlane Consultants Limited has a real prospect of success on its counterclaim for indemnity or restitution against Caspian Energy Group LP following repayment of a joint loan to Credit Suisse.
  2. 2 Whether the Resolution of 5 January 2007 creates a binding obligation on Caspian to repay Rosserlane.
  3. 3 Whether any right to repayment under the Resolution has been assigned or released by subsequent agreements.

Ratio Decidendi

Rosserlane and Caspian were both parties to the Loan Agreement and Security Agreement, each agreeing to be jointly and severally liable as primary obligors and guarantors. This precludes Rosserlane from claiming indemnity or restitution from Caspian for repayment of the debt. Any right to repayment under the Resolution was either assigned to the Claimants or released upon the sale and assumption agreements. Accordingly, the counterclaim has no real prospect of success.

Court Disposition

Summary judgment granted for the Claimants on the counterclaim; freezing order discharged.

Orders

  • Summary judgment on the counterclaim in favour of the Claimants.
  • Freezing order set aside.