Allianz Funds Multi-Strategy Trust & Ors v Barclays Bank Plc

Applications to amend a claimant group after expiry of a limitation period require both a statutory or procedural gateway and the exercise of discretion. A mistake as to name may include substitution where the intended claimant can be identified by a legally material description specific to the case. A change of identity, or an inadequate description of the claimant or its capacity, does not satisfy the gateway.

In exercising discretion, the court should consider the quality of the mistake, speed of correction, prejudice, notification before expiry, the defendant’s knowledge, and delay. Loss of a limitation defence is not, by itself, sufficient prejudice. The jurisdiction is not punitive and should not punish a party for an honest or harmless legal representative’s error. Permission was granted for most amendments, but refused where the proposed substitutions failed the threshold tests.

The claimants brought group securities claims against Barclays under sections 90 and 90A of the Financial Services and Markets Act 2000. The proceedings involved a large and changing group of investors, including funds, trusts, pension systems and investment vehicles. The claimants applied under CPR Parts 17.4 and 19.6 to correct names, amend capacities, and add or substitute parties after the relevant limitation period.

The applications concerned numerous proposed amendments. Barclays accepted that most satisfied the relevant threshold gateways but opposed amendments concerning QSuper and certain Amundi funds. The central issues were whether those amendments corrected names or instead substituted different entities, and whether the court should exercise its discretion to permit the remaining amendments.

1. Disposition. Permission to amend was granted for the amendments identified in the judgment, including those in the Second Application, except amendments concerning C221 and C13B. Those two amendments failed the applicable threshold gateways and would in any event have been refused in the exercise of discretion.
2. Applicable gateways. Section 35 of the Limitation Act 1980 and CPR Parts 17.4 and 19.6 permit amendments after limitation only within defined circumstances. Under CPR Part 17.4(3), a mistake must be genuine and concern the name rather than the identity of the party. Under CPR Part 19.6, addition or substitution must be necessary, including because the new party was intended but wrongly named, or because the claim cannot properly continue without it.
3. Identification. The relevant description must be legally material and sufficiently specific to identify the intended claimant in the circumstances. In a large securities action, merely describing a claimant as an owner or holder of shares was insufficient. The pleading had to identify the fund, pension plan or retirement system on whose behalf the claim was made, particularly because reliance and loss under Schedule 10A to FSMA were claimant-specific.
4. Applications failing the gateway. The proposed substitution of QSuper Limited by QSuper Board as trustee for QSuper Fund changed the legal entity and lacked an essential description capable of identifying the intended claimant. The proposed substitution of Amundi Funds involved multiple name changes, mergers and transfers before issue of the claim form. The description of “six Amundi Funds” was inadequate and did not preserve identity.
5. Discretion. Relevant factors included the quality of the mistake, promptness of correction, prejudice, notification before limitation expired, the defendant’s knowledge, and delay. The claimants’ late formation of the group and inadequate checks were strongly criticised. However, the detailed Letter of Claim and Standstill Agreement gave substantial pre-limitation notice, most claimants remained commercially identifiable, and refusal would cause substantial prejudice. The jurisdiction was not punitive; loss of a limitation defence was not itself sufficient prejudice. The balance favoured permission for the remaining amendments.
6. Consequential matters, including costs incurred in addressing claimant identity and amendments, were adjourned.