Benjimen Jennings & Anor v Graham Appleby

A trust or trust power must be administratively workable, as well as certain in its objects. The question of administrative unworkability is ordinarily determined conclusively when the trust is created. A trust which was workable at inception does not become void merely because the class later expands and becomes difficult to survey or identify. The size of the class, the evidential difficulty of identifying or locating beneficiaries, and the existence of an enduring connection between beneficiaries and the relevant organisation are material considerations. Where a trust risks becoming unworkable, the trustees should use their powers to bring the trust to an end or otherwise apply the property for the benefit of a workable class, with the court’s supervisory jurisdiction available for a momentous decision.

The trustees of the Lloyd Trust sought the court’s blessing under the Public Trustee v Cooper jurisdiction for a decision to terminate the settlement and appoint the trust assets to a charitable academy trust. The trust benefited present and former employees of a company, together with their families and dependants. By 2025, the potential class was estimated to exceed one million people.

The court had previously appointed the claimants as trustees and appointed the defendant as representative of the beneficiaries. The court approved the trustees’ decision but directed that a written judgment be given on whether the trust powers had become administratively unworkable and, if so, whether the trust had thereby become void or voidable.

1. The trust was not void. Although the Lloyd Trust had probably become administratively unworkable by 2025, it had been workable when created in 1914. The court held that it did not become void at a later date.
2. Administrative workability is distinct from certainty of objects. Under McPhail v Doulton [1971] AC 424, it must be possible to determine whether any given person falls within the class. A class may nevertheless be so wide that the trust cannot be administered or supervised.
3. The court held that administrative unworkability is assessed conclusively at the creation of the trust. The reasoning in Re Hain’s Settlement [1961] 1 WLR 440, although concerned with certainty of objects, supported the conclusion that a trust validly created does not later become invalid because beneficiaries disappear, become difficult to locate, or become numerous.
4. The number of objects is not decisive by itself. It must be considered with the evidential difficulty of identifying or locating them and with the nature of their connection to the relevant organisation. Hundreds of thousands of objects may be workable where they have an enduring or immediate connection, but the inability even to estimate the size of a class likely exceeding one million was inconsistent with workability in this case.
5. The practical solution lies with the trustees. Where a trust is, or risks becoming, administratively unworkable, trustees may exercise powers of appointment or termination to apply the property for the benefit of a workable class. The court may be asked to bless a momentous decision. The order approving the trustees’ decision had already been made.

This was a first-instance decision. On 23 July 2025 the court appointed the claimants as trustees. On 12 September 2025 it appointed the defendant as representative of the beneficiaries under CPR r 19.9(2)(d). The court had approved the trustees’ decision at the hearing and gave this judgment on the separate point of law.