Representation of Q Limited (Royal Court : Hearing (Civil)) [2025] JRC 105 (16 April 2025)

judgment the COMMISSIONER: Introduction 1. This judgment sets out my reasons for certain orders I made in relation to requests for information and discovery concerning the Representor and the First to Fourth Respondents.

2. The substantive background to this matter is set out in my judgment in this matter dated 21 November 2024, reported at Representation of Q Limited [2024] JRC 259 ("the November 2024 Judgment").

3. The history leading to the present application is set out in the November 2024 Judgment at paragraphs 2 to 36 which I adopt for the purposes of this judgment, together with the definitions used in my earlier judgment.

4. The effect of my November 2024 Judgment was that in response to the Trustee's Representation seeking a blessing of the 2022 Decision, the First to Fourth Respondents were permitted to challenge both the 2022 Decision and the 2019 Appointment as defined in the previous judgment on the basis of allegations of breach of trust.

5. In summary, what was at the heart of the dispute was that the Settlor, supported by the other Family Directors, were alleging that the First Respondent was causing damage to the Company (Company 1). This was disputed by the First Respondent as set out at paragraph 52 of the November 2024 Judgment This led to the allegation made at paragraph 53 of the same judgment. Requests for further information 6. When the matter came before me for directions, the parties had agreed timetables for answering requests for information served by the Trustee and the First Respondent on each other. In relation to this timetable, upon clarification from the Court, both confirmed that they reserved their right to contend that the other party was not entitled to some of the requests for further information that had been served.

7. As the effect of agreeing an order to answer particulars would have prevented such arguments from being raised, I varied the orders proposed so that a mechanism was built in to allow a requested party to say that the other party was not entitled to the request for information, and for this Court to determine any challenge to such a refusal.

8. I also referred the parties to the recent judgment of Master Cadin in Millard v Stone [2024] JRC 295 from paragraph 50 onwards which summarised the relevant principles for the parties to consider when assessing any requests which another party had refused to answer and whether to challenge any such refusal. Discovery 9. In relation to discovery, it was agreed that discovery should be limited to discovery from the Trustee and the First to Fourth Respondents. The issue that arose was what the scope of that discovery should be because the Trustee had already provided on a voluntary basis significant amounts of material. It was agreed between the parties that any discovery exercise should not extend to any material already provided.

10. The position of the Trustee was that it should only provide direct discovery held by the Trustee or its directors " as directors ".

11. The position of the First Respondent, supported by the Second to Fourth Respondents, was that each party should set out what documents it was looking for and proposing to disclose, and the parties could then have a dialogue about what further documents needed to be provided.

12. In relation to this latter approach, as summarised above, what the Court has to determine ultimately are allegations of breach of trust in deciding whether or not to bless the 2022 Appointment and whether or not the 2019 Appointment is valid and/or should be set aside.

13. The approach of the First to Fourth Respondents failed to address that they had made allegations of breach of trust. This therefore required discovery on their part. This was qualified in relation to the Second to Fourth Respondents requiring them only to produce documents not already discovered by the First Respondent or the Trustee. The First Respondent could not however escape his obligations to provide discovery given the nature of the allegations he had made.

14. In relation to discovery by the Trustee, I also ruled that it was not appropriate to limit the discovery to be provided by the Trustee through its directors to information held by those directors as directors.

15. This was because the Trustee had acted upon information provided by the family directors. They held that information as Settlor, beneficiaries and/or as persons involved with the Company. A fair trial could not therefore take place without them providing discovery showing the extent of their knowledge in relation to their complaints about the First Respondent and the damage they said he had caused to the Company. The Trustee was therefore required to provide discovery of all documents in the possession of each of the directors falling within paragraph 6 of Practice Direction 17/07 in whatever capacity they had received or held such documents.

16. In relation to this approach, Advocate Kistler firstly drew my attention to the matter of RBC Trust Company (Jersey) Limited v E and Fifteen Others [2010] JLR 653 ("the BCD Judgment") and Re R v RA Trusts 25/2014, a decision of the Court of Appeal of Guernsey 17. I have reviewed those authorities in producing these reasons and agree with Advocate Kistler that no principle had been breached by the approach I proposed to take in relation to discovery.

18. In particular, I observed that the order I made was not one for pre-action disclosure. Rather, the action by the Trustee had started and the First to Fourth Respondents had brought Particulars of Claim in response alleging a breach of trust, leading to me making orders that these matters should be heard together for the reasons set out in the November 2024 Judgment. That decision has not been appealed.

19. Secondly, while the exercise of providing discovery might be onerous, I do not regard it as oppressive given the lengthy allegations and counter-allegations made in the Particulars of Claim and the Answer and Reply subsequently filed.

20. Thirdly, this is not a case of using Article 51 to provide a source of jurisdiction to grant relief where no other cause of action existed merely because one party happened to be a beneficiary under some trust. The current allegations directly relate to the exercise of powers by the Trustee in relation to an asset owned by the Trust.

21. At paragraph 41 of the BCD Judgment, the Court stated the following in relation to making discovery orders in Article 51 proceedings: "This being the purpose of the article it is clear that the power to make an order concerning a beneficiary is confined to cases where the order affects the beneficiary in his capacity as such - that is to say, in his capacity as a beneficiary of the trust whose administration the court is supervising. The foundation of the jurisdiction lies in the nexus between trustee and beneficiary arising out of the trust relationship. The fact that a person is a beneficiary is not of itself sufficient justification to justify the making of an order - the order must be made for the purpose of vindicating or at least promoting some right or interest arising directly out of the trust relationship." 22. In the present case, the order was made to test the validity of the 2019 Appointment and whether or not to bless the 2022 Decision, all of which arose out of matters raised by the family directors with the Trustee, and leading to the Trustee's decisions now under challenge.

23. I was therefore satisfied that there was a clear nexus which justified the order being made.

24. I also agree that the connection was " a direct connection " as referred to at paragraph 42 of the BCD Judgment.

25. I also note that in the matter of Re R v RA Trusts , the Court of Appeal of Guernsey comprising the Honourable Michael Beloff, Sir John Nutting and Sir Michael Birt, where Birt JA gave the lead judgment, doubt was cast on whether the approach taken in the BCD Judgment was too rigid. At paragraph 78, the R v RA Trusts decision therefore stated: "In my judgment in order to justify an order against a beneficiary there must be a sufficiently close connection between the position of the beneficiary as a beneficiary of the trust whose affairs are being supervised and the relief sought as to justify the exercise of the court's supervisory the jurisdiction." 26. To the extent that this statement represents the law of Jersey, in this case, I was satisfied that there was such a sufficiently close connection for the reasons already given above. Authorities Representation of Q Limited [2024] JRC 259. Millard v Stone [2024] JRC 295 . RBC Trust Company (Jersey) Limited v E and Fifteen Others [2010] JLR 653 . Re R v RA Trusts 25/2014 Page Last Updated: 02 May 2025 BAILII: Copyright Policy | Disclaimers | Privacy Policy | Feedback | Donate to BAILII