Segulah Medical Acceleration AB & Ors v Akhilesh Shailendra Tripathi & Anor

A non-enforcement undertaking accompanying a worldwide freezing order is construed by reference to whether foreign relief is similar to an order enforcing the English order, rather than merely similar to the freezing order itself. The comparison is fact-sensitive and must reflect the undertaking’s purpose: preventing oppression through multiple proceedings and preventing the English order being used as a lever to obtain wider relief or security abroad.

Independent foreign jurisdiction, third-party relief and additional restrictions do not automatically defeat similarity. A foreign court’s statutory jurisdiction to grant relief in support of overseas proceedings is, however, a powerful indication against similarity. Without notice permission should not be set aside for inadvertent non-disclosure where the court would probably have granted permission anyway and setting aside would be disproportionate.

Two groups of claimants brought deceit claims concerning purchases of shares in Signifier Medical Technologies Ltd. Worldwide freezing orders were made against Professor Tripathi, including proprietary restrictions over alleged sale proceeds and assets acquired with them.

The claimants sought tracing and trust-related disclosure. They also obtained permission to use information in proceedings in the British Virgin Islands, where they secured an injunction against JJE Properties Limited, a company controlled by Professor Tripathi. Professor Tripathi alleged breach of the non-enforcement undertaking, failure of full and frank disclosure, and deficiencies in the tracing exercise.

The central issues were the scope of the non-enforcement undertaking, the consequences of non-disclosure on the collateral-use application, the information required for tracing, and whether further disclosure concerning the trust was proportionate.

1. Non-enforcement undertaking. The court followed the narrower construction adopted in Bankas Snoras AB v Antonov and others: the relevant question was whether the BVI injunction was similar to an order enforcing the English freezing orders. Bankas Snoras did not establish that an order made under an independent foreign jurisdiction necessarily falls outside the undertaking. Similarity required a fact-sensitive inquiry.
2. The purpose of the undertaking was to prevent a worldwide freezing order becoming oppressive through multiple overseas proceedings, or being used as a lever to obtain more extensive relief or security abroad. Relief against a third party could still be similar to enforcement. The BVI court’s independent statutory jurisdiction to grant freezing relief in support of overseas proceedings was a powerful indication of dissimilarity. The BVI injunction therefore did not breach the undertaking.
3. Full and frank disclosure. The claimants had failed to disclose that the BVI injunction gave no credit for assets frozen by the proprietary injunctions and had failed to disclose the significance of unilateral notices registered against the property. Those breaches were inadvertent. The court nevertheless found that permission for collateral use would probably have been granted because the proposed use was limited, there was a genuine gap in protection, and the proper administration of justice supported allowing the BVI court to assess the matter.
4. Master Clark’s permission was not set aside. The claimants were to seek variation of the BVI injunction to address overprotection, and the non-disclosure was marked by an appropriate costs order.
5. Tracing application. Professor Tripathi was ordered to provide the requested American Express statements and tracing analysis, and information about gold bullion gifts and their dates. Requests seeking explanations of inconsistent descriptions of payments were refused because they went beyond locating traceable assets and would amount to advance disclosure of possible arguments by recipients.
6. Trust disclosure. The claimants had shown, by a slender margin, some credible material supporting the possibility that Professor Tripathi controlled the trust. The evidence was materially weakened by assurances from the trustee’s solicitors and the trustee’s regulated and fiduciary status. In light of the existing protection and proportionality concerns, the trust disclosure application was refused.