Directors should seek advice from in-house or external legal professionals whenever executing documents, even if they believe that they understand the consequences of what they are signing. They should also record their decision-making process to ensure that they comply with the Companies (Miscellaneous Reporting) Regulations 2018. Wessely v White serves as a timely warning in this regard.(1)
In Citibank NA v Oceanwood Opportunities Master Fund(1) the High Court confirmed the validity of a senior noteholder's directions under a note structure governed by the laws of multiple jurisdictions. In doing so, it highlighted the common ground between the London and New York markets with regard to the common law principles of contractual construction and demonstrated the efficiency of the speedy trial procedure in the Financial List.