The claimant had a personal right to exercise a break clause in a lease of which it was the registered proprietor, that right coming to an end when it assigned the lease. The lease was assigned to another company within the group which took over payment of the rent: but BandR was never registered as proprietor. Technology exercised the break clause. The question was whether it had lost the right to do so because it had ‘assigned’ the lease.
Held: The lease was not to be treated as having been assigned. An assignment of a registered lease was invalid until registered at HMLR even though it has been accepted by the Landlord.
Mummery LJ said: ‘This case is not a matter of beneficial ownership between parties to the transfer of the lease: the issue of assignment or no assignment affects the legal position of a third party, the lessors, who have given their licence to assign but are not a party to the transfer . . Transfer of the beneficial title is not, in this context, relevant to the legal relationship between the lessees and the lessors. The issue is not what rights Technology and B and R have against each other, but what rights Technology and [the lessors] have against each other. That is a question of legal, not equitable, rights.’
Judges:
Butler-Sloss, Mummery LJJ, Sir Ralph Gibson
Citations:
Gazette 19-Feb-1997, Times 27-Jan-1997, [1996] EWCA Civ 1261, (1996) 75 P and C R 223, [2001] Ch 733
Links:
Jurisdiction:
England and Wales
Cited by:
See Also – Brown and Root v Sun Alliance CA 2001
Until there has been a transfer in accordance with the provisions of the Land Registration Act the legal title to the estate remains with the vendor . .
Cited – Clarence House Ltd v National Westminster Bank Plc ChD 23-Jan-2009
The claimant landlord alleged that the defendant tenant had transferred the lease under a ‘virtual assignment’ and that this was in breach of its lease.
Held: The Abbey National case was not helpful. However, the arrangement was not a breach . .
Applied – Renshaw v Magnet Properties South East LLP 2008
(Central London County Court) . .
Applied – Lankester and Son Ltd v Rennie and Another CA 2-Dec-2014
The transfer of a lease remained unregistered.
Held: The court acknowledged the importance of not confusing the equitable rights as between transferor and transferee with the legal rights as between landlord and tenant. . .
Lists of cited by and citing cases may be incomplete.
Landlord and Tenant, Registered Land
Updated: 18 May 2022; Ref: scu.78692
