The Persons Identified in Schedule 1 v Standard Chartered Plc
[2024] EWHC 836 (Ch)
Allianz Funds Multi-Strategy Trust & Ors v Barclays Plc
25 October 2024
[2024] EWHC 2710 (Ch)
High Court
Investors sued Barclays for misleading information. The judge said investors had to show they read the bad information, not just that the information was bad. Investors who just looked at the share price couldn't win. Claims about Barclays delaying information were also rejected because Barclays hadn't published the information at all.
Key Facts
- •Allianz Funds Multi-Strategy Trust and others (Claimants) brought claims against Barclays PLC (Defendant) under sections 90A and Schedule 10A of the Financial Services and Markets Act 2000 (FSMA).
- •The claims alleged untrue or misleading statements, omissions, and dishonest delay in publishing information about Barclays' dark pool trading system.
- •Barclays applied to strike out 241 of the Claimants' claims, arguing they disclosed no reasonable cause of action or had no real prospect of success.
- •The Claimants represented funds, many of which were index or tracker funds (Category C), relying on market price movements rather than direct engagement with Barclays' publications.
- •The court considered whether reliance, a key element under Schedule 10A, required direct engagement with the published information or whether indirect reliance (e.g., via market prices) sufficed.
Legal Principles
Reliance in deceit requires proof that the investor was deceived by a statement and acted on it to their prejudice.
Common law principle from prospectus cases (Arkwright v Newbold, Smith v Chadwick, Edgington v Fitzmaurice)
The court may infer reliance from the materiality of a statement, but this is an inference of fact, not law.
Lord Blackburn in Smith v Chadwick
A misrepresentation need not be the sole cause of action; it suffices if it materially contributed to the decision.
Bowen LJ in Edgington v Fitzmaurice
Schedule 10A, paragraph 3, requires reliance on the published information, not solely on the omitted information itself.
Schedule 10A, paragraph 3
Schedule 10A, paragraph 5, on dishonest delay, applies only where information has already been published.
Schedule 10A, paragraph 5
The court's interpretation should give full effect to statutory language and legislative intent.
R(O) v Secretary of State for the Home Department
Outcomes
The court dismissed the claims under Schedule 10A, paragraph 5 (dishonest delay), as no publication had taken place.
Paragraph 5 requires publication before delay can occur. The claimants failed to demonstrate publication of the relevant information.
The court granted reverse summary judgment on the Category C claims (241 funds relying on market price), holding they lacked a real prospect of success under Schedule 10A, paragraph 3 (misleading statements/omissions).
The court found that reliance under paragraph 3 requires showing that the claimants (or their representatives) read and considered the published information in question or that a third party who influenced them did so. The claimants failed to demonstrate this.
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