[2025] EWHC 2674 (Ch)

It is not surprising, given the facts and circumstances of Mr Ridgley’s remuneration as outlined above, that Mr Weaver KC was at pains to point out that he was not submitting that there were no means by which someone with appropriate locus could challenge the amount of that remuneration. The Judge identified four possible means in his judgment at [83]-[90]: under paragraph 74 and 75 of Schedule B1 to the 1986 Act; under the court’s inherent jurisdiction and under the principle in Ex Parte James (1874) LR 9 Ch App 609. To these might be added the possibility of conventional private law claims for breach of duty by the secured creditors against the Security Trustee, or, depending on the facts, some species of accessory liability against Mr Ridgley himself although of course those would be inherently more complex claims than simply “you paid (were paid) too much”.

The Appellants ask the court, if it rejects the Rule 18.34 argument, to reduce Mr Ridgley’s remuneration by way of an order under its inherent jurisdiction. However, relief of this kind was not sought from the Judge, who accordingly made no ruling upon it. The Judge noted (at [89]) that some of the alternative means of challenging the remuneration might raise “different issues of substance from those raised on the application”, and that the relevant issues had not been explored on the applications before him. While the Appellants did obtain permission to appeal on Ground 2, I am not persuaded that this enables them to run on appeal for the first time a case which was not advanced before the Judge and on which he made no findings.

I accept that there are cases which lend support to the view that, where there is an obvious lacuna in the 2016 Rules in relation to who has standing to seek a particular form of relief available under those rules, the court may be willing to grant similar relief under its inherent jurisdiction. I was referred to Re Hotel Company 42 The Calls Limited [2013] EWHC 3925, where HHJ Purle QC indicated support for the view that a member of a company in administration might seek similar relief to that available from a creditor in terms of challenging an administrator’s remuneration.

The argument that a similar jurisdiction can be exercised in relation to an administrator’s remuneration for realising assets which did not form part of the company’s “pot”, and where there is no realistic equity of redemption or prospect of dilution, appears to me to be a more challenging one, because my conclusion on the ambit of Part 18 reflects a fundamental divide between the company’s assets (as statutorily enlarged) and those of third parties. Where there has been extensive statutory regulation of an area over which the court has an inherent supervisory jurisdiction, the extent to which the latter can be used to provide relief not available under the former is a complex one (see for example Harrison v Tew [1990] 2 AC 523). I received very little argument on this issue, which is a further difficulty of the attempt to raise the issue for the first time on appeal.

In these circumstances, I dismiss Ground 2 on the basis that the point is not properly open on an appeal from the Judge’s judgment, without expressing a final view on its merits.