LM-2023-000035 - [2025] EWHC 1989 (Comm)

The second issue: apparent authority

Dominik Leszczyński did not have actual authority to bind the Defendant to the terms of the Mandate. I do not understand that to be in issue. The real argument is whether he had ostensible authority.

The Defendant submits first, that any representations that Dominik Leszczyński had authority to contract as the Defendant’s agent came from Dominik Leszczyński and not from the Defendant and secondly, that if representations were made by the Defendant, it was not reasonable for Xtellus to rely on those representations.

As to the second point, Mr Reay submits that a third party (Xtellus) “cannot rely on the apparent authority of an agent if it failed to make the inquiries that a reasonable person would have made in all the circumstances to verify that the agent had that authority” (see paragraph 89 of Philipp v Barclays Bank PLC [2023] UKSC 25 and paragraph 93 of East Asia Company Ltd v PT Satria [2019] UKPC 30) and asserts that Xtellus was put on notice.