Attorney General of Trinidad and Tobago (Respondent) v CL Financial Ltd (in Liquidation) (Appellant)

Case summary

Case ID

JCPC/2023/0071

Jurisdiction

Trinidad and Tobago

Parties

Appellant(s)

CL Financial Ltd

Respondent(s)

Attorney General of Trinidad and Tobago

Issue

Is a Court of Appeal decision which is based solely on a summary of the High Court's reasons valid notwithstanding the existence of a detailed judgment expanding on those reasons? What is the correct approach to assessing liquidators' remuneration and expenses?

Facts

The appellant was the largest conglomerate in Trinidad and Tobago, operating a number of companies operating in the banking, insurance, energy, construction and retail sectors. In around 2009, the appellant raised concerns with the government of the Republic of Trinidad and Tobago about its financial difficulties and the systemic risk those difficulties posed to the financial system in Trinidad and Tobago and the wider region in which it operated. The government provided a 'bail out' to the appellant of TT$196,459,663.35. It subsequently petitioned the High Court for a winding up order in respect of the appellant in its capacity as creditor of the appellant. The High Court granted the petition and appointed three professionals from Grant Thornton as joint liquidators. On 12 April 2018, the High Court made an order which included provision for the payment of the joint liquidators' fees on the basis of hourly rates, and for reasonable expenses and disbursements. On 28 July 2020 the appellant filed an application for approval of the following fees and expenses: (i) the joint liquidators' fees and expenses incurred in the sum of US$3,175,492.39 or (TT$21,571,119.80); (ii) Grant Thornton Trinidad and Tobago's charges incurred during the year 2019 - for the period 1 January to 31 December, in respect of payroll and tax services in the sum of TT$43,641.95; (iii) Grant Thornton Corporate Directors' fees and expenses incurred during the period 2 October 2018 to 31 December 2019 in the sum of US$312,738.33 or (TT$2,124,431.48); (iv) the joint liquidators' costs of the application be paid out of the assets of the Company as an expense of the liquidation; and (v) Any further order as the court may deem just. The respondent, on behalf of the government, filed evidence objecting to the figures included in the application and requesting further information in respect of the fees and expenditure. By email to the parties in July 2021, the High Court granted the appellant's order. The respondent appealed to the Court of Appeal on the basis that the judge's decision to approve the remuneration and fees was not supported by evidence or by the requisite details required by law and on the basis that the joint liquidators failed to satisfy their duty to account. On 9 November 2021, prior to the appeal being heard, the High Court issued detailed reasons for its judgment. In a judgment dated 1 December 2022, the Court of Appeal subsequently allowed the appeal, set aside the trial judge's order and remitted the matter to the High Court for re-determination. The appellant now appeals to the Judicial Committee of the Privy Council, primarily on the basis that the Court of Appeal failed to take into account the detailed judgment handed down prior to the appeal hearing.

Date of issue

13 August 2023

Appeal

Justices

Lord Hodge

Lord Briggs

Lord Leggatt

Lord Stephens

Lord Richards

Hearing dates

Start date

2 October 2024

End date

2 October 2024

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