Andrew Brooke

Current and recent instructions as sole counsel include:

• In re Bangladesh Medical Association in the UK Ltd (ChD)  [2024] 7 WLUK 47: Interim proceedings involving injunction to restrain the defendant from holding himself out as director; application by the defendant to strike out the claimant’s statement of case on the basis, inter alia, of lack of authority to commence proceedings in the name of the company and the principle in Ex parte Johnson [1991] BCC 234 on the improper involvement of the company in disputes over internal governance. The claim was discontinued following service of amended defence.
• In re a charity (ChD): Insolvency proceedings against charitable unincorporated association and its officers and trustees arising from a loan. Application of s.221 of the Insolvency Act 1986; nature and extent of liability of trustees and officers of a charitable unincorporated association; Consumer Credit Act; settlement before disposal.
• In re a company (ChD): Responding to an injunction to restrain presentation of a winding up petition based on unpaid rent. The question was whether the lease had been terminated following acceptance by the company of the creditor’s alleged repudiation of the lease.
• In re an entertainment company: pre-litigation advice on unfair prejudice, exclusion of director, passing off, and trademark registration.
• Ross v Amicus Finance Ltd (CC): Whether the guarantor of a company’s liability under a short-term bridging loan had a counterclaim against the mortgagee for alleged breaches of the mortgage. In issue was whether there was an implied term obliging the mortgagee to give consent to or assists with the grant of tenancies out of the charged property.
• In re a debtor (ChD): Whether the guarantor of a company’s liability under another short-term bridging loan had a counterclaim against the mortgagee arising from alleged breaches of duty by the receivers appointed over the company’s property. Issues were the extent of liability of a mortgagee for actions of receivers. There was also a distinct issue of construction of the guarantee and whether the cap over the principal indebtedness extended also to accrued interest.
• In re a debtor (CC): Whether the lender’s threat of bankruptcy proceedings against the director-guarantor of a company’s liability under a bridging loan was for an improper purpose connected with parallel proceedings between the lender and the company.
• Advice on and settling particulars of claim against directors for misfeasance, breach of duty, transactions at an undervalue, and preference payments. Consideration of the Sequana creditor duty.
• Rescission, injunction, validation, annulment, and other insolvency applications.
• Applications to fix or challenge the remuneration of liquidators, trustees, and administrators including an appeal from an ICCJ’s determination of a challenge to trustee’s remuneration.
• Advice and drafting in respect of Director’s Disqualification proceedings related to Bounce Back Loans.

Current and recent instructions as sole counsel include:

• S v M  QBD, Newcastle): Claim by agent against principal for non-payment of commission involving sale of subsea trenchers. One of the issues was the geographical scope of the Commercial Agents Directive, since the agent’s remit was southeast Asia.
• E v K (KBD): Advice and drafting in substantial case involving breach of a settlement agreement, sale of shares, rescission of contracts on the basis of breach of fiduciary duty and misrepresentation, and issues of foreign law.
• O v M (QBD): Claim for conversion by tenant of commercial premises against landlord and substantial counterclaim for dilapidations. Interim injunction for return of goods granted by Eyre J.
• N v W (KBD) (Farbey J): Successfully resisting an application for interim injunction arising from alleged conversion of chattels.
• Advice and acting for former landlord in claim for conversion. Considerations of involuntary bailment.
• R v B (CC): Claim by commercial solicitors’ firm against former client for non-payment of fees, issues of duress and duties under a retainer.
• A&S Refurbishments Ltd v Les Filles Ltd & anor (CC): Claim by construction company against owner of commercial premises for non-payment of fees. Counterclaim involving multiple allegations of defective work. One of central issues was whether agreement contained warranty by company to lay pipes in certain arrangement despite unforeseen structural impediments rendering it vastly more difficult. Another issue was whether joint-expert’s adverse findings should be adopted by the court.
• C v C (CC, ChD): Case of machine learning software dispute which had been struck out shortly before trial. Technical issues of defective work and non-enforcement due to illegality arose. In application hearing, the question was whether the defendant should nonetheless pay the claimant’s costs following discontinuation of the counterclaim after the strike out. Permission to appeal hearing regarding the strike out order.
• A v B (CC): Partnership case where agreement to wind up the partnership had been breached. Consideration of account and winding up under the 1890 Act where agreement has been tainted by misrepresentation, and determination of the partnership’s capital and ownership of assets.
• Advice and acting for parties in cases of utility contracts and brokerage disputes, including construction of statutory provisions for recovery of charges against occupiers and owners of property.
• Advice on the recoverability of compound interest in case of PPI ‘mis-selling’.
• Norwich Pharmacal applications involving victims of fraud and third-party banks.

Current and recent instructions as sole counsel include:

• Fairmont Property Developers UK Ltd v Venus Bridging Ltd & ors  [2026] 2 W.L.R. 237: First full consideration by the Court of Appeal since 1996 of the application and scope of s.91 of the Law of Property Act 1925. The question was whether a mortgagor of a substantial warehouse should have conduct of sale arguing that the receivers were at a real risk of selling the mortgaged property at an undervalue. Included obtaining an injunction from Trower J restraining sale of the property in the interim.
• C v I (CC – ongoing): Whether a surety’s guarantee of tenant’s liability under the lease was obtained through undue influence and whether the landlord had notice of it.
• S, K v G (CC): Possession proceedings by mortgagees and joint-tenant’s counterclaim that her signature was forged by the other joint-tenant.
• N v A (CC): Claim for enforcement of charge over property, whether the guarantor’s signature had been procured by undue influence, whether the chargee had notice thereof, and whether the chargee had taken steps to comply with its duties following notice. Pt 20 claim for indemnity against principal debtor.
• In re a mooring agreement (CC): the construction of a mooring agreement, whether it amounted to a lease or licence, whether it had been forfeited, and if so, whether relief should be granted.
• Advice and acting in cases concerning easements and restrictive covenants.
• Cases involving liability of the lessee to give vacant possession and for constructive trespass through subtenants, where subtenants remain in occupation.
• Advice in case of enforcement of charging orders where two properties had been transferred by the judgment debtor, consideration of the Land Registration Act, overreaching and resulting trusts.
• Advice in case where receivers under a fixed charge had been invalidly appointed, issues including construction of mortgage deed and remedies.
• Advice in case of alleged breach of duty by conveyancing solicitors. Question of quantum of loss arising from loss of rent and wasted expenditure on untenantable property.

Examples of recent cases include:

• P v W (ChD, Bristol): Probate claim involving allegations of fraudulent misappropriation of estate assets, tracing, and resulting and constructive trusts arising over proceeds.
• In re a charity (ChD): nature of the operation of an unincorporated charitable association; extent of liability of past and present trustees for obligations of predecessors.
• G v J (CC): In the context of insolvency action against an unincorporated association. In the trial of another case, the court had to consider whether a racing ‘partnership’ fell within the Partnership Act 1890 or was to be construed as an unincorporated association. Also in issue was the question of the proper division of assets upon dissolution.
• Claims for removal of executors and administrators.
• Advice in case where the surviving spouse did not execute a mutual will; issues of secret trusts and remedies under agreements to leave estate to specific beneficiaries.
• Advice on whether document executed by the deceased amounted to a promissory note.
• Constructive trusts over domestic properties, including a case of interesting inconsistencies in the transfer deed and whether it amounted to the creation of an express trust.
• Equitable accounting and orders for sale of property held on trust, including allegations of forgery of trustee deeds and non est factum.