(first) John Louis Bullough And (second) Georgina Dorothea Mary Bullough Against The Royal Bank Of Scotland Plc
| Jurisdiction | Scotland |
| Judge | Lord Doherty |
| Neutral Citation | [2019] CSOH 24 |
| Date | 12 March 2019 |
| Docket Number | CA81/18 |
| Court | Court of Session |
| Published date | 12 March 2019 |
OUTER HOUSE, COURT OF SESSION
[2019] CSOH 24
CA81/18
OPINION OF LORD DOHERTY
in the cause
(FIRST) JOHN LOUIS BULLOUGH; and (SECOND) GEORGINA DOROTHEA MARY
BULLOUGH
Pursuers
against
THE ROYAL BANK OF SCOTLAND PLC
Defenders
Pursuers: Tariq; MBM Commercial LLP
Defenders: Lindsay QC, JNM MacGregor; Addleshaw Goddard LLP
12 March 2019
Introduction
[1] On 5 December 2018 the defenders were granted commission and diligence to
recover certain documents specified in calls in the defenders’ specification of documents
no 19 of process. The motion for commission and diligence was not opposed by the
pursuers, but they indicated that legal advice privilege would be insisted upon in relation to
certain of the calls. The pursuers have now produced documents in three sealed
confidential envelopes (numbers 22, 23 and 24 of process). The defenders have enrolled a
2
motion for the envelopes to be opened up. The motion is opposed by the pursuers, who
claim that the documents are protected by legal advice privilege.
Background
[2] In this commercial action the pursuers seek reduction of a personal guarantee
granted by them to the defenders on 18 January 2008 (“the First Personal Guarantee”). They
also seek reduction of a further personal guarantee granted by them to the defenders on
3 August 2011 (“the Third Personal Guarantee”), and interdict against the defenders
enforcing those guarantees or seeking to exercise the powers of a heritable creditor in terms
of a standard security granted by them in favour of the defenders on 24 January 2007. For
present purposes it is only necessary to discuss the pursuers’ case for reduction of the First
Personal Guarantee.
[3] The pursuers are spouses. Between 1982 and 2008 McEwens of Perth Limited
(“MoPL”) was a family company the shareholders of which were members of the Bullough
family. The pursuers aver that in 2008, using a separate company McEwens Direct Limited
(“MDL”), they acquired shares in MoPL from the first pursuer’s father as part of a
management buyout (“MBO”) by them of MoPL. The MBO involved MoPL and MDL
refinancing loans with the defenders. The borrowing was to be secured inter alia by a
personal guarantee granted by the pursuers in respect of the liabilities of MoPL and MDL up
to the aggregate sum of £750,000. On 18 January 2008 the pursuers signed the First Personal
Guarantee.
The pursuers’ averments
[4] The pursers aver:
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