G4S obtains striking out of 90% of shareholder action on procedural grounds

On 10 March 2021, following a 4 day hearing, Mr Justice Mann handed down judgment striking out claimants representing around £92 million of claims, in an action for £102 million brought against G4S plc. The claim is brought under section 90A of the Financial Services and Markets Act 2000, in relation to statements made in G4S plc’s annual reports. The large majority of these claimants had purportedly been added to the claim form after the claim form had been issued, but before it had been served, without permission of the court being sought or obtained. In addition, a number of the originally-named claimants sought to amend their names, after the limitation period had arguably expired.

The judge accepted the submissions on behalf of G4S plc that CPR 17.1(1) applies only to permit the amendment of claims by an existing claimant; it does not apply to permit the addition of new claimants to an existing claim form. The judge further accepted that, since the purported addition of these claimants had fallen outside the scope of CPR 17.1(1), the defendant was right not to have challenged the amendment under CPR 17.2, but rather under CPR 3.4, such that the 14 day period specified in CPR 17.2(2) did not apply.

Although that conclusion disposed of the additional claimants’ claims entirely, Mann J went on to consider the alternative arguments advanced by G4S plc. He held that even if the claimants had been added under CPR 17.1(1), it was right to grant relief from sanctions to the defendant to permit it to challenge the joinder even 10 weeks after the claim form was served. On that basis, since the additional claimants were added after the limitation period for the claims had (at least arguably) expired, and their addition was not necessary, he would have struck out the additional claimants on this basis too. Moreover, since there was no consent in writing provided by the additional claimants pursuant to CPR 19.4(4), the judge would have struck out the additional claimants on this basis too.

Mann J went on to consider the applications of numerous claimants to amend their names after the limitation period had expired. The judge considered the applicability of CPR 17.4(3) and CPR 19.5(3)(a) and (b) to seven categories of proposed amendment, seeking to reconcile a number of prior authorities on these rules with the explanations given for the naming of the particular claimants before him. He ultimately concluded that, of the 14 exemplars, he would in his discretion permit just a single amendment.

The judge also struck out an attempt by the claimants in their Particulars of Claim to expand the scope of their claims from alleged misstatements from September 2011 to include alleged misstatements dating back to 2005.

The judge’s interpretation of each of CPR 17.1(1), CPR 17.2, CPR 17.4(3), CPR 19.4(4) and CPR 19.5(3) all raised novel issues not previously decided by the courts.

Laurence Rabinowitz QC and Simon Colton QC acted for G4S plc, instructed by Chris Bushell and Sarah Penfold of Herbert Smith Freehills LLP. The full judgment is available here.