Westbrook Dolphin Square Ltd v Friends Life Ltd (Rev 1)
2014
CHANCERY DIVISION
United Kingdom
CORAM
- MR JUSTICE MANN
Areas of Law
- Commercial Law
- Constitutional Law
- Corporate Law
- Property and Real Estate Law
2014
CHANCERY DIVISION
United Kingdom
CORAM
AI Generated Summary
Westbrook sought to acquire the freehold of Dolphin Square, London, under the Leasehold Reform, Housing and Urban Development Act 1993. The defendant challenged the notice but failed on all counts. Key issues included whether the SPVs were qualifying tenants, the impact of the Human Rights Act 1998, and the validity of the proposed purchase price. The court held in favor of Westbrook, allowing them to proceed with acquiring the freehold.
Judgment
Table of Contents 1 Introduction 3 Physical nature of the property The property arrangements affecting the premises Financial matters The corporate structure Statutory provisions The notices The issues Witnesses The facts- what Ms Ellis and Mr Donnor did Issue 1 - associated companies Issue 2 - the effect of the creation of the property and the corporate structure Issue 3 - the effect of the Human Rights Act 1998 on the interpretation of the Act Issue 4 - the residential purposes point - is the freeholder entitled to take it? Issue 5 - Residential and non-residential purposes- which premises qualify and how do the percentages work out? Residential purposes - what is the test? Common parts Residential purposes - the bulk of the flats Residential purposes – Dolphin House Corporate housing Other areas - generally Circulation space and cleaner stores at Rodney House The basement garage The 33 vacant car parking spaces Bays used by Dolphin House residents/fitness club members Staff parking The fitness club and spa area The club lounge and the champagne bar, and the Bar and Grill Mantilla's first floor admininstration office The Dolphin House reception area and office Ground floor meeting room Rooms used in conjunction with various aspects of the activities conducted at Dolphin Square Vacant tenants' lockers Four tenants' storerooms Other vacant areas Rooms and areas occupied by Mantilla for storage and archive purposes Areas occupied by residents without permission Rooms used by thir party contractors Keyes Conference Room Launderette Rooms occupied by Dolphin Square 2005 Ltd Long corridor in the basement - the shooting gallery The residence/non-residence/common parts point - conclusion Issue 6 - The section 13 notice point Is there valuation a test for a section 13 notice? What is the test? Does the claimant's notice pass the test in this case? Adjustments to the value of Dolphin House What deferment rate should be applied to the FHVP figure? Discount for holding costs or scale Other points on the value figure in the notice Conclusion on the tenants' notice - valuation figure Issue 7 - The Insolvency Act 1986 section 423 point Section 423 generally Undervalue Is there a relevant claim within the meaning of section 423 ? Is Friends Life a victim? Is there a relevant transaction with a relevant purpose? Was there an undervalue for the purposes of the section? Undervalue and the leases Undervalue and the guarantee Overall conclusion
Mr Justice Mann :