VB Football Assets v Blackpool Football Club (Properties) Ltd & Ors

Where the scope of a freezing order is genuinely disputed, the court may defer final construction and adopt an interim arrangement preserving the status quo. The interim order should provide clear and unequivocal guidance about prohibited dealings. This protects both the judgment creditor and persons bound by, or required to act upon, the order from inadvertent breach. The court may extend the interim restraint to proceeds held by companies or solicitors where that is necessary to preserve the position pending determination of the order’s true meaning and effect. A supplementary notification requirement may also be imposed where needed to protect the creditor’s position.

VB Football Assets had obtained judgment in a section 994 petition against Blackpool Football Club (Properties) Ltd, Owen Oyston, Karl Oyston and Blackpool Football Club Ltd. A freezing order had been made to prevent dispositions prejudicial to enforcement.

Home Farm, an asset held by Fylde Coast Farms Ltd, a company wholly owned by Owen Oyston, was sold for more than £13 million. The petitioner alleged that dealings with the sale proceeds breached the freezing order. The respondents contended that the order did not reach assets held indirectly through companies and that the broader construction would impermissibly pierce the corporate veil. The court had previously addressed the order in a ruling cited as [2018] EWHC Civ 1232 (Ch), but the present hearing could not finally determine its meaning.

1. Final construction deferred. The court could not reach a concluded view on the true meaning and scope of the freezing order, or on whether the dealings with the Home Farm proceeds breached it. Those questions required determination at a later hearing.
2. Interim preservation of the status quo. Pending that determination, the existing wording of the freezing order was insufficiently clear in light of the parties’ competing interpretations. The court therefore required an unequivocal interim arrangement governing dealings with the sale proceeds. The purpose was to protect both VBFA as judgment creditor and Mr Oyston, Fylde Coast Farms and their solicitors from inadvertent breach caused by an erroneous interpretation of the order.
3. Joinder and restraint of solicitors. HHB Solicitors and Slater Heelis LLP were joined and restrained, together with Mr Oyston, from dealing in any way with the remaining Home Farm sale proceeds, wherever held. The proceeds were to remain locked down until the scope of the freezing order could be resolved.
4. Additional notification requirement. The court also extended the notification provision in paragraph 16 of the freezing order, requiring Mr Oyston to give five days’ notice of any proposed dealing exceeding £10,000 in relation to assets covered by the order.