Put Option in UK Law

I reprehard that, if it has any meaning in law, it means acts done or documents executed by the parties to the "sham" which are intended by them to give to third parties or to the Court the appearance of creating between the parties legal rights and obligation different from the actual legal rights and obligations(if any)which the parties intend to create.

That is to adopt too dogmatic an approach to what should in my opinion be a broad, merits-based judgment which takes account of the public and private interests involved and also takes account of all the facts of the case, focusing attention on the crucial question whether, in all the circumstances, a party is misusing or abusing the process of the court by seeking to raise before it the issue which could have been raised before.

Accordingly, I would reject the firm's contention that it was an abuse of process for Mr. Johnson to bring his action after the Company's claim had been resolved. Even if this were not the case, however, I agree with the trial judge that it would be unconscionable for the firm to raise the issue after the way in which it handled the negotiations for the settlement of the Company's action.

In summary these were: first, trying to negotiate with them a means by which they could be entirely repaid; then (in the summer of 2009) dealing with the claims brought against him and Mr Brun personally; then (in the autumn of 2009 and into 2010) trying to negotiate amendments to the LLP Agreement; then (in the summer of 2010) dealing with the summary judgment application; then (in the autumn of 2010) dealing with various matters on the accounts which became very contentious; and finally (in 2011) negotiating a complete settlement with Addax which was not signed off until October 2011.

When a settlor creates a settlement he purports to divest himself of assets in favour of the trustee, and the trustee accepts them on the basis of the trusts of the settlement. The settlor may have an unspoken intention that the assets are in fact to be treated as his own and that the trustee will accede to his every request on demand.

In my judgment, therefore, what Belmont and Akindele decide for present purposes is that actual knowledge of circumstances which make the payment a misapplication is sufficient to bind the conscience of the recipient. What is left open and undecided by either of these cases is the case where the recipient knows of circumstances which may on the one hand make the payment a misapplication but which may on the other hand be consistent with perfect propriety.

Like my noble and learned friend, I find much more difficulty in deciding the order which it is appropriate for the House to make in a case such as the present. In Ridge v. Baldwin ( supra), a majority of the House, in not dissimilar circumstances, granted a declaration that the decision of the Chief Constable was "void". This was the language adopted by the Court of Appeal in the instant case.