Summary
The claimant brought a claim for damages for clinical negligence. The defendant, AASA, was the South African subsidiary of the multi-national Anglo-American Group of companies. The ultimate parent, AA, was domiciled in England.
The claimants were suing in England under Article 2 and 60 of Brussels, arguing the defendant had its central administration in London. The claim form was served to the defendant in Johannesburg, South Africa, on 15th December 2011.
The defendant challenged jurisdiction.
In July 2012, Mr Justice Silber ordered disclosure which was considered reasonably necessary for the fair disposal of the jurisdiction issue.
In July 2013, Mr Justice Andrew Smith held that the English court had no jurisdiction. He stated:
“75 I decline to make a reference to the European Court about the meaning of “the place where [an entity] has its central administration”. […] in my judgment, AASA has its central administration in South Africa and not in England, and the claimants do not have an arguable case to the contrary.” [75]
The High Court judgment was affirmed by the Court of Appeal. Lord Justice Aikens held:
“45 Overall, then, I conclude that the correct interpretation of “central administration” in art.60(1)(b) , when applied to a company, is that it is the place where the company concerned, through its relevant organs according to its own constitutional provisions, takes the decisions that are essential for that company’s operations. That is, to my mind, the same thing as saying it is the place where the company, through its relevant organs, conducts its entrepreneurial management; for that management must involve making decisions that are essential for that company’s operations. As Andrew Smith J pointed out at [71] of his judgment, that location will be where the company (or other entity) has its “central administration” for the purposes of art.60 and that will therefore be a jurisdiction where, for the purposes of the Regulation, the company has its domicile and so can be sued under the jurisdictional rule of art.2 . Therefore I agree with Andrew Smith J’s conclusion on the issue of the interpretation of art.60(1)(b).” [45].