KB-2025-001160 - [2025] EWHC 2369 (KB)

Mr Wheeler’s notice of resignation on 8 March 2024 was responded to by solicitors for BISL on 11 March 2024. Their letter reminded him of his contractual obligations and said that the inference to be drawn from the timing of the 22 resignations and other evidence was that this was a planned and coordinated action by Mr Wheeler, Mr Fowler and others. The letter also reminded him of the post termination restrictive covenants to which he was subject. It said that the team move was causing substantial loss and damage and that if, as Barings inferred, he had participated in coordinating the move he was in breach of his fiduciary and contractual duties in respect of which Barings’ rights were reserved.

The letter went on to say that Barings was entitled to immediate injunctive relief to restrain further breaches by him. If immediate litigation was to be avoided Barings required, by 18 March 2024, an undertaking that Mr Wheeler would comply with his duties as an employee throughout the notice period and with his post termination obligations.

BISL then wrote to Mr Wheeler on 12 March 2024, confirming that his employment with the company would end on 7 June 2024 and that he would remain on garden leave during the notice period. His contractual obligations during that period were set out and he was reminded of his post termination restrictive covenants.

On 18 March 2024, solicitors for Mr Wheeler gave a written undertaking on his behalf that he would comply with his duties as an employee during the notice period and with his post termination restrictions. However, he did so without prejudice to his right to challenge the enforceability of the post termination restrictions in due course, a question on which he was taking advice.

There was further correspondence between the parties in which Mr Wheeler declined to attend an investigatory meeting. BISL asserted that as an employee of the company he was obliged to attend but it appears that he did not do so.

On 18 April 2024, the solicitors for BISL then chased for an answer as to whether, having taken advice, Mr Wheeler now unequivocally undertook to comply with the relevant post termination restrictions. They said that if there was a dispute BISL would take action to protect its legitimate business interests. On 30 April 2024, Mr Wheeler’s solicitors confirmed that he intended to continue to honour his agreement to comply with the terms of his contract.

The same approach, i.e. affirmation of their contracts and requiring them to undertake that they would comply with their obligations, was apparently taken with the other departing EMEA GPF employees.