This appeal concerned the breadth of the joint liquidators’ requests for documents from Eversholt Rail Ltd (ERL), the group services company that carried out all operational functions for Eversholt Rail (365) Ltd (365). As 365 held almost no records itself, the liquidators sought an order requiring ERL and its solicitors to provide all documents “relating to” 365, supplemented by wide ranging thematic categories. ICC Judge Burton dismissed the application, and the High Court upheld that decision in full.
Sir Anthony Mann confirmed that, whether under section 235 or 236, liquidators must demonstrate a reasonable requirement for the materials sought. The requirement is embedded in section 235 and has long been recognised as applying to section 236. The court accepted that reconstituting the company’s knowledge may explain why liquidators wish to see documents, but it does not operate as an automatic entitlement to “everything forever”, even where another group entity holds the entire operational paper trail. Liquidators must still explain what particular categories are required and why.
The existence of a comprehensive Services Agreement did not displace the statutory test. The court stressed that it was not obliged to craft narrower relief where the liquidators had not meaningfully advanced an alternative formulation. Equally, privilege issues were not determined because no sufficiently defined category of documents had been shown to be reasonably required.
Key take homes for insolvency professionals:
- Reconstitution of corporate knowledge is a purpose of the statutory powers, not an entitlement to limitless disclosure.
- “Everything forever”, being wide, untargeted demands, will fail unless supported by detailed evidence of reasonable requirement.
- The existence of service agreements and group structures does not relax the statutory test.
- Courts will not craft alternative narrower relief if not properly advanced.
- Privilege issues will only be determined once a justified category of documents is identified.
Webb (as joint liquidators of Eversholt Rail (365) Ltd (in liquidation)) v Eversholt Rail Ltd [2026] EWHC 101 (Ch)
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