Crescent Gas Corpn Ltd v National Iranian Oil Co

Subject Matter

TRUSTS — Declaration of trust — Land — Declaration of trust in respect of land signed in writing by agent of company — Whether satisfying requirement that declaration signed by “some person who is able to declare such trust” — Whether failure to satisfy requirement rendering trust unenforceable by trustee and beneficiary against third party creditor — Law of Property Act 1925 (15 & 16 Geo 5, c 20), s 53(1)(b)

[2024] EWHC 835 (Comm); [2024] 1 WLR 3487; [2024] WLR(D) 179, KBD

TRUSTS — Declaration of trust — Land — Declaration of trust in respect of land signed in writing by agent of company — Whether satisfying requirement that declaration signed by “some person who is able to declare such trust” — Whether failure to satisfy requirement rendering trust unenforceable by trustee and beneficiary against third party creditor — Law of Property Act 1925 (15 & 16 Geo 5, c 20), s 53(1)(b)

[2025] EWCA Civ 1211; [2025] WLR(D) 480, CA

AI Summary & Issues

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The Court of Appeal dismissed the appeal by the National Iranian Oil Company and the Retirement, Savings and Welfare Fund of Oil Industry Workers. It ruled that the declaration of trust over NIOC House was invalid due to insufficient evidence, as it was signed by an agent rather than NIOC. This rendered the property transfer a transaction at an undervalue under the Insolvency Act 1986, permitting Crescent Gas Corporation to enforce its claim against the property.

Issues

• Did the court determine whether a declaration of trust can be signed by an agent on behalf of the legal owner, as required by section 53(1)(b) of the Law of Property Act 1925?
• Was the judge correct in concluding that the Mortgage Documents did not constitute sufficient evidence of a declaration of trust because they were signed by an agent rather than by NIOC itself?
• Did the absence of sufficient writing to satisfy section 53(1)(b) mean that NIOC was the beneficial owner of NIOC House at the time of the Transfer, thus constituting a transaction at an undervalue under section 423 of the Insolvency Act 1986?

Appellate History