“We knew we were behind the market in some areas of Specialty but didn’t have the dollars to resolve during the annual process.”
“Jim, don't know how you feel? Obviously you have personal circumstances to deal with but I'm really fed up with GC as a whole and how they treat people in general. Maybe your meeting with Dean today will give more clarity.., ha ha. Sorry but this is a low point for me let's talk tomorrow.”
“Heads up several unhappy punters already from what I hear, Jonno & Harrison to name two!”
“With regards to salary, I feel that we are behind the market in terms of salary vs experience/ability, and wanted to ask why this would be the case given the size and success of our team in recent years? It seems this is due partly to salary bands aligning with job titles/roles.”
“Nicola [McIntosh] — happy with bonus but not with salary. Noted that salary moved up with promotion but feels that inflation and competitor salary levels mean that GC underpaying Simon & Murph — happy with bonus but pointed out that salary hadn't increased much over time, especially compared to growth in our book and inflation across recent years. … Harrison [Pepper] — happy with bonus, not happy with salary”
“Simon, Hitch [Andrew Hitchings] and Matt [Whyte] - All a bit surprised that on another record year there were no pay rises again. Hitch most vocal about negative effect of high inflation over the last few years but it was a common message.”
“Nicola [McIntosh] spoke to me yesterday about the mood in the camp, not strong and it sounds like a lot of the team are looking at other options. Mainly driven by salary concerns, they all have their own stories as to why they justify to themselves why they would leave. … I feel a bit like we have now lost the dressing room. You saw the emotion of Stroop yesterday and Nicola was not far off of that.”
“People have had to resign or threaten to for market normalising adjustments to be made.”
“Mr Klisura and I thus agreed on a reactive strategy. Guy Carpenter would have to react to indications of interest from Willis Re, and offers made by it, as they arose. We would move to protect the business as we discovered which areas, or individuals, it might be interested in approaching.”
“… I knew from experience that James [Boyce’s] response … would be that unless someone has got a written offer, then there was nothing we would be doing about it. It was only if an employee had an offer in writing that he was prepared to talk about going to Dean [Klisura] in relation to a counter-offer.”
“It is true that Mr Fletcher was dissatisfied with certain aspects of life at Guy Carpenter in 2025, and the period running up to it. Mr Fletcher was critical of the leadership of Guy Carpenter and in particular Mr Klisura. He felt the business was too “growth focused”
“On comp I will raise again my disappointment that more LTIPs [i.e. Long Term Incentive Plans] were not made available to high performing team members. I can do [no] more than flag this and advise that we could well have some challenging times ahead this year. Broking firms are constantly trying to poach our staff and we've done very little to lock in top talent by increasing this highly valued form of comp, which is considered a long term commitment from the firm and employee. We will see what transpires in 2025 but at least I know we have mentioned it so if the unthinkable happens it won't be down to a lack of communication to management on my part.”
“For 2 years she [Ms Hall] has expressed disappointment with her salary increase and would like that taken into consideration this year. We discussed what she would like for salary and bonus increase and I don’t have the funds to do this. I do know off the record she is being courted by other brokers and an underwriting company. She is committed to GC but we need to think about how we manage this comp cycle with CH.”
“Everyone seems disappointed we cannot grow the pot.” iii) Mr Bryan was “disappointed with his salary.”
“We will lose the very few younger brokers if we can not increase their salaries and move them closer to the mkt level and that will have a very negative impact on our business. ... We already know that it's a competitive mkt place from the young brokers we have lost and we have several of the current team who are below the GC suggested salary range for their grade.”
“We have been very tightly joined all the way through our employment at Guy Carpenter.”
“…those in Mr Summers’ team (who subsequently resigned) were close knit. Ms McIntosh, Mr Devlin and Mr Stocker were particularly close to him. They had all worked together a long time, much of which on the same clients.”
“I value Mr Fletcher as a leader: he looks out for his people, … Mr Fletcher builds loyalty and it made me more likely to want to join knowing he was involved [in the new Willis Re].”
“John Fletcher is brilliant. As I say, I have said it twice, he is the best boss I’ve ever had.”
“Willis are about to launch Willis Re and this will be the biggest threat to our staff retention and in turn our business. We have successfully kept the team together whilst the challengers have sought to poach our staff but the Willis Re is a far more credible threat.”
“Mr Boyce highlighted talent retention, which he noted would likely be exacerbated by the relaunch of a reinsurance solution by direct competitor, Willis Towers Watson.”
“Willis Re was a clear and obvious threat. I raised the risk of poaching repeatedly at senior meetings including at the board meeting on5 March 2025 . The Chair asked if we had the tools we needed to combat any threat. Paul Moody, the UK CEO, dismissed it as “all fine in the sandpit,”
“with this years poor performance pay review how do you plan for a mass exit if willis re rebrands?”
“Willis Re – Staff up following Lucy Clarke’s arrival to be seen.”
“in all honesty we don’t really have a plan.”
“Sometimes you have to wait for the attack to happen and take action then.”
“Jim hi it’s Lucy Clarke (Willis). Is there any chance we could speak, if so let me know if there’s a good time for you thanks”
“I am going to start talking to the next level down leaders of the teams we would want – the first one is Jim Summers, (Global Head of Marine & Energy for GC). I’m seeing him for dinner on the 26th. I will not need to be able to detail the MIP[ The “MIP” was the Management Incentive Plan, also elsewhere referred to as the “MEP”, Management Equity Plan. ] or the ongoing plan at that meeting but hope to need to be able to do that shortly….”
“It was excellent and very interesting. It is really a once in a lifetime opportunity. The[re] is a big but however. I don't know this but I think they are also going after one of my big rivals and I don't want [t]o work with him. So for them it is an either or. My old boss Fish is going to be the chairman so I am going to have a chat with him. Financially it is a no brainer but I want to end my career on a high!”
“Spoke to Fish today about Willis Re. It really is a no brainer, just feel bad about letting Guy Carp down but this sort of thing is a once in a lifetime opportunity…. It’s a June launch. She [Ms Clarke] wants to get the CEO in place (she is the interim) and Chair (fish) then build the global specs. So I guess get the 1st April renewals out of the way then negotiate!”
“I am a bit flattered to be honest. Can't go wrong as it is a five year guarantee. Then if all goes well a significant capital gain!”
“We should discuss the other lines I currently look after and how and who you see these lines growing with. The CEO will be critical for me as I am sure you will appreciate. Would help to know who else is part of the team when you feel comfortable in telling me.”
“It seems as though Fish is pulling all the strings from behind the scene. He can’t join until next year but wants everyone in place so he doesn’t take the flak for pulling people out of GC (he told management when he left he would never compete with GC). Makes me wonder whether I want to do it to be honest. I mean it is a lot of money but equally working with people who don’t keep to their word. Don’t have a firm offer and don’t know the name of the CEO. Fish said that I could have the wider role I was looking for but havent heard that from Lucy yet.”
“Is Fish not going to be the CEO?”
“Chairman, doesn’t want the stress about being a CEO – wants all the glory and the money but none of the responsibility”
“Is Fish not going to be the CEO?”
“Jim Summers – approached by Willis – Hasn’t killed it off … - Concerning”
“I told [Mr Boyce] I had been approached by Willis Re, that they had a compelling story, and that I had not dismissed it out of hand. …. Boyce smiled but looked crestfallen. He replied: “I wish you’d have just said you dismissed it out of hand.””
“Although I do not recall his exact words now, Mr Summers said something to the effect, “I should just let you know: Willis has been in contact, and I want you to know I’m going to listen to them”
“Competitors – salaries pay 20% more Jonno – not supportive - Be off next offer Guardrails - Following resignations Willis Re – GMETL setting up first. Expectation is that 20% will resign - What can I reinvest - Reinvest salaries to make them competitive 20% - Nicola [McIntosh] - John [Beer] - Harrison [Pepper] Not interested in Challengers in other areas. Continue to build junior talent Soft market – this approach will work with youngsters. … Expecting to be under pressure - - - Keep select number of seniors - Rebuild with juniors”
“We knew there was a risk to the business, Jim had highlighted there was a risk to the business, Jim had highlighted there was a risk to himself personally. We -- we were all aware of -- of that information.”
“John hi it’s Lucy Clarke. We haven’t met, I’m a Willis person”
“Hi Lucy. Hope all is well. Very much enjoyed talking last week. It seems like a really interesting opportunity and given your commitment to the project I'm sure it will be very successful. There are of course some follow up questions I would like to go over with you so if you would like to arrange a time for that please let me know. All the best John.”
“It’s great to have a partner in crime!”, to which Ms Beasley responded: “Clandestine operations – who ever said re/insurance was boring ?!”
“…[Mr Fletcher] started by saying “You are going to be contacted…”
“Shortly after that, Jenni sent me a WhatsApp message saying that she was concerned that she might be away travelling if Lucy was coming to Bermuda. I called Jenni and said to her that she should not be messaging me about Lucy and should speak directly with Lucy. After that, Jenni deleted the message (I presume she used the delete for all option because I did not delete it). I do not recall telling any other employees that they may be contacted by Lucy before she had reached out to them herself and they raised it with me.”
“It needs to be reasonable and confined to the most critical as dollars are tight.”
“Marine - WTW 3 people have now been approached by Lucy Clarke — convinced that a lot more — Saturday — one person has had an offer”
“Try and retain Jim is the priority – but will be impo”
“I am gutted about their reaction. I was naive enough to think that I might just get a thanks for 37 years of service and we wish you all the best, but you did say it's unlikely to play out like that.”
“Was frustrated that GC had managed to lose finest marine practitioner I had ever worked with being Jim Summers. Worked with him at Cooper Gay and followed him here. MW felt that the more business you produce is not reflected in your compensation package — no incentive and so felt unmotivated. Felt comp had gone backwards despite revenue growth due to removal of LTIP's. Doesn't like `Sales Culture' and is of the believe that if you look after your client, the brokerage will take care of itself.” “He felt it made no sense economically or careerwise to stay at GC. There was no competition on paper — the opportunity to build a business again from the ground up was very appealing. Felt like a tiny cog at GC.”
“These look excessive to me. Several of these leaders have already committed to GC. He needs to understand that these are not approved. Let’s discuss tomorrow.”
“Not a surprising response … he did go far beyond what we discussed with Dean [Klisura] on Friday.”
“They are eye-watering salary increases. We knew we were behind market in some areas of Specialty but didn't have the dollars to resolve during the annual process. We actually have some off-cycles already in the system for this group for June because we knew competitors were circling and salaries were our biggest issue.”
“Dean [Klisura] has sent a clear message to James [Boyce] that we know we have to retain these top leaders but he has to be very mindful of what he is offering in retentions for those below the senior leaders.”
“…the Dickie Keegan chat was good. He genuinely seems to have had v little conversation with Fletch and is shaken by the whole thing. He has the offer and I’m seeing him tomorrow. It’s basically down to whether he feels he can work without his great friends … hopefully the $ will help.”
“James, We can’t afford all of the$100k salary requests. You are now jeopardizing the financial health of Specs and all of GC. Going forward we need offer letters for any counters. I need to review all of the new requests with Jana & Shruti. This is getting out of control.”
“Total meltdown by Boycie yesterday. Never seen anything like it. Tears & threats to quit! … I sent him a text questioning all of the exorbitant salary increases for everyone. I never said we wouldn’t honor the guarantees he’s thrown to everyone. He’s exhausted and needs a break. Doesn’t want any oversight from me! … Boycie has blamed me and MMC for the departures … ”
“Suggest that this is a question for the lawyers – no comment.”
“The question whether an adverse inference may be drawn from the absence of a witness is sometimes treated as a matter governed by legal criteria, for which the decision of the Court of Appeal in Wisniewski v Central Manchester Health Authority [1998] PIQR P324 is often cited as authority. Without intending to disparage the sensible statements made in that case, I think there is a risk of making overly legal and technical what really is or ought to be just a matter of ordinary rationality. So far as possible, tribunals should be free to draw, or to decline to draw, inferences from the facts of the case before them using their common sense without the need to consult law books when doing so. Whether any positive significance should be attached to the fact that a person has not given evidence depends entirely on the context and particular circumstances. Relevant considerations will naturally include such matters as whether the witness was available to give evidence, what relevant evidence it is reasonable to expect that the witness would have been able to give, what other relevant evidence there was bearing on the point(s) on which the witness could potentially have given relevant evidence, and the significance of those points in the context of the case as a whole. All these matters are inter-related and how these and any other relevant considerations should be assessed cannot be encapsulated in a set of legal rules.”
“On the basis of the various authorities relied upon by the parties, the following principles can be distilled as applicable to considering the question of compliance with the s.172 duty to promote the success of the company in good faith ('the Duty to Promote'): (1) The duty is to be assessed subjectively. The issue is as to the state of the director's mind. The question is whether the fiduciary honestly believed his actions to be in the best interests of the company, and not whether objectively it was so in the opinion of the Court: Regentcrest plc v Cohen[2001] BCC 494 at [120]; (2) A director will not be in breach if he honestly held an unreasonable or even mistaken belief as to what was in the company's best interests: Extrasure Travel Insurances Limited v Scattergood [2003] 1 B.C.L.C. 598 at [88]-[89]; (3) The fact that a director is duty-bound to promote the success of the company does not preclude them from simultaneously promoting their own interests, absent any conflict (see Hirsche v Sims [1894] A.C. 654 at 660-661 ) or the interests of another company (see Charterbridge Corporation Ltd v Lloyds Bank Ltd[1970] Ch. 62 at p74-75); (4) The duty may encompass a duty to disclose one's own breach of duty: Item Software (UK) Ltd v Fassihi[2004] EWCA Civ 1244 ,[2005] BCC 994 at [41]-[44]. The duty is to be seen through the lens of the overarching duty and would, also, be judged subjectively as described above; (5) Good faith reliance upon advice will be a relevant and important factor to be taken into account in considering compliance with the duty to promote the success of the company, even if that advice is wrong. See Re Vining Sparks UK Ltd[2019] EWHC 2885 (Ch) at [192 (d)] and [184]-[191]; Wessely v White [2019] B.C.C. 289 at [44]”
“In our judgment, section 172 requires a director, in all he does, to act in good faith towards the company, in the way he considers would be most likely to promote the success of the company for the benefit of its members as a whole; and the requirement that the director acts in good faith includes, as a core fiduciary duty, a requirement that the director acts honestly towards the company.”
“For my part, I do not consider that it is correct to infer from the cases to which I have referred that a fiduciary owes a separate and independent duty to disclose his own misconduct to his principal or more generally information of relevance and concern to it. So to hold would lead to a proliferation of duties and arguments about their breadth. I prefer to base my conclusion in this case on the fundamental duty to which a director is subject, that is the duty to act in what he in good faith considers to be the best interests of his company. This duty of loyalty is the “timehonoured” rule: per Goulding J in Mutual Life Insurance Co of New York v Rank Organisation Ltd[1985] BCLC 11 , 21. The duty is expressed in these very general terms, but that is one of its strengths: it focuses on principle.”
“it can be incumbent on a fiduciary to disclose matters other than wrongdoing. The “single and overriding touchstone” being the duty of a director to act in what he considers in good faith to be in the best interests of the company (to quote from Etherton J in Shepherds Investments Ltd v Walters[2006] EWHC 836 (Ch) ,[2007] 2 BCLC 202 , at paragraph 132), there is no reason to restrict the disclosure that can be necessary to misconduct.”
“The duty of fidelity may also require an employee to report to his employer a competitive threat of which he becomes aware, irrespective of whether he or any fellow employees are involved in that competitive threat. So too may an express term to act in the best interests of the company (cf Swain v West (Butchers) Ltd[1936] 3 All ER 261 ). Whether it does so is again fact sensitive, and will depend upon the terms of his contract of employment, the nature of his role and responsibilities, the nature of the threat, and the circumstances in which he becomes aware of it. A senior manager who becomes aware of a competitive threat to an aspect of the business for which he is responsible will normally come under such a duty, whereas a junior employee without such responsibility would not. The manager of a branch of a supermarket in the high street would normally be obliged to tell his superiors if he learned that a rival supermarket chain was proposing to open a store next door; whereas a junior employee working in the unloading bay would not.”
“67. So to the duties of desk heads in a recruitment situation. I start with the obvious – that there is nothing wrong in a desk head responding to an approach to recruit himself. … 68. Where it is sought to recruit a desk as a whole, or the greater part of the desk, it is very likely that the desk head will be approached first with the object of sounding him out as to the desk. He is then in a difficult and sensitive situation. While the desk head may see his obligation to his desk as being to get the best for them, his duty in law as desk head is to act in the interest of his employer and not that of the desk. His employer’s interest is to prevent the recruitment of the desk. He is obliged to inform his employer that the rival company is seeking to recruit the desk. He would be obliged to follow his employer’s instructions to prevent that happening. … 69. In addition the desk head must not do anything to assist the recruitment of his desk. Information may or may not be categorised in law as confidential. But where he provides information which he knows is requested for the purpose of furthering the recruitment, this is a breach of his duty to his employer. Where a desk head decides that he is in favour of the recruitment of his desk and thereafter assists the recruitment in such small or large ways as may arise, he is in plain breach of his duty: he has crossed the line between observing his duty to his employer and acting in the interest of his employer’s rival. I appreciate that what I have set out may not be how some of those in the inter-dealer business commonly conduct themselves, but the legal principle is straightforward.”
“The situation was one, quite simply, where to the knowledge of three of the six members of the board of BMT, a determined attempt was being made by a potential competitor to poach the former company’s workforce. The remaining three at best did nothing to discourage, and at worst actively promoted, the success of this process. In my judgment this was a plain breach of their duties as directors. Those duties required them to take active steps to thwart the process. Plainly their plan required the opposite. Active steps should have included alerting their fellow directors to what was going on. Their plan required, on the other hand, that their fellow directors be kept in the dark.”
“I wasn’t involved in the recruitment of Mr Devlin, outside of the fact I gave a telephone number to Ms Clarke.”
“Although Mr Summers was not cross-examined on all of the telephone records for each and every resigning employee, similar points apply, and cloth was cut in cross-examination for expedience. Nonetheless, the position is clear on the documents.”
“I did not discuss any “team move” with the Resigning Employees. Any conversations I had with colleagues were limited, vague and not intended to encourage them to move.”
“From the point at which I first met with Lucy and discussed a potential role at Willis Re, I gave the same response to anyone who asked me about it; namely that I had received a compelling offer that I was considering. I said this to Nicola [McIntosh], I said this to Boyce, I said this to Fletch, and it appears … that I must have told Lauren [Best] by27 March 2025 too.”
“…and I want you to know I’m going to listen to them [Willis Re]”
“…[Mr Fletcher] started by saying “You are going to be contacted…”
“you would see a similar call cadence with someone who hasn’t joined Willis Re.”
“Willis Re – Staff up following Lucy Clarke’s arrival to be seen.”
“in all honesty we don’t really have a plan.”
“(1) there must be a breach of contract by B; (2) A must induce B to break his contract with C by persuading, encouraging or assisting him to do so; (3) A must know of the contract and know his conduct will have that effect; (4) A must intend to procure the breach of contract either as an end in itself or as the means by which he achieves some further end; (5) if A has a lawful justification for inducing B to break his contract with C, that may provide a defence against liability.”
“In my discussions with Mr Fletcher, neither of us ever suggested that he should be involved in persuading any of his colleagues to join Willis Re. I was adamant that he should “leave it all with me”
“This was not what I planned, so I was a bit worried when Mr Fletcher told me this because I had told him not to discuss anything with his people. I really did not want Mr Fletcher to put himself in a difficult position. I was clear with Mr Fletcher that I did not want him to be involved and to let me determine employees’ interest independent of any input from him.”
“Q…it’s not realistic of you to suggest that you would have just been letting Lucy [Clarke] contact Mr Dart cold, and that you wouldn’t have had anything to say about it to him? A. Well, Lucy was quite clear to me that she wanted it to work that way.”
“Although a dishonest state of mind is a subjective mental state, the standard by which the law determines whether it is dishonest is objective. If by ordinary standards a defendant’s mental state would be characterised as dishonest, it is irrelevant that the defendant judges by different standards.”
“Q. … And so you have asked him to hold on so that you can write this down and the reason that you have asked him to hold on so you can write this down is because you understand that this will be useful information to assist in your recruitment operation for Willis Re? A. Yes. Q. You also understood that he should not have been giving you that information? A. Yes. Q. You understood that it was a breach of his obligation of loyalty to Guy Carpenter? A. Yes. Q. And notwithstanding that, you wrote it down and ultimately you used the information, didn't you? A. Yes, I did. Q. And you knew that by the standards of commercial morality, that was a dishonest thing to do? A. For me? Q. Yes. A. Yes.”
“A conspiracy to injure by unlawful means is actionable where the claimant proves that he has suffered loss or damage as a result of unlawful action taken pursuant to a combination or agreement between the defendant and another person or persons to injure him by unlawful means, whether or not it is the predominant purpose of the defendant to do so.”
“…it is not necessary to show that there is anything in the nature of an express agreement, whether formal or informal. It is sufficient if two or more persons combine with a common intention, or, in other words, that they deliberately combine, albeit tacitly, to achieve a common end.”
““Blind-eye” knowledge will be sufficient: The Racing Partnership § 159. Blind-eye knowledge requires a suspicion that certain facts may exist, and a conscious decision to refrain from taking any step to confirm their existence: Group Seven & Ors v Nasir[2019] EWCA Civ 614 ;[2020] Ch 129 §§ 59-60.”
“582. The following principles were set out in Lakatamia[ Lakatamia Shipping Co Limited v Su[2021] EWHC 1907 (Comm) . ] in relation to the nature of the combination required for a claim in conspiracy: i) The combination must be to the effect that at least one of the conspirators will use unlawful means (§ 830). ii) It is unnecessary, in order for a combination to exist, that it be contractual in nature or that it be an express or formal agreement (§ 83). iii) It is enough for liability to arise that a defendant be sufficiently aware of the surrounding circumstances and share the same object for it properly to be said that they were acting in concert at the time of the acts complained of. However, the conspirators do not need to have exactly the same aim in mind (§ 85). iv) Direct evidence of the combination is not essential. It is also unnecessary for the claimant to pinpoint precisely when or where it was formed (§ 86). v) Participation in a conspiracy is infinitely variable and may be active or passive. The courts recognise that it will be rare for there to be evidence of the agreement itself (§§ 86-87). 583. It is necessary to look at all the particular facts of the case to establish whether there was a combination and whether someone participated, actively or passively, in the conspiracy. Being aware that someone was committing a potentially unlawful act, but (simply) not taking steps to stop it, may not suffice to demonstrate a combination, but it all depends on the circumstances, and in particular the position of the individual concerned: Lakatamia § 96.”
“Breaches of contract, breaches of fiduciary duty and inducing breaches of contract may all amount to ‘unlawful means’ for the purposes of the tort. … The claimant must prove each unlawful act relied upon as a freestanding wrong and that it was carried out pursuant to the conspiracy. ... The unlawful acts must be the means by which the relevant loss is inflicted on the claimant and must therefore be causative of the loss in the sense of being “the instrument for the intentional infliction of harm”…”
“If A knew that someone within the overall conspiracy would use unlawful means such as were in fact used, that will suffice, on the basis that the unlawful means were within the scope of the combination: see Kuwait Oil Tanker at [133]. However, the corollary is that, if one of the conspirators has ended up using unlawful means that were not in A’s contemplation and were outside the scope of the relevant combination, those unlawful means will not suffice as against A (although they may as regards some other alleged conspirators).”
“…it is suggested that the following elements characterise information that is confidential: (a) There must be some value to the party claiming confidentiality (not necessarily commercial) in the information being treated as confidential; (b) The information must be such that a reasonable person in the position of the parties would regard it as confidential; and reasonableness, usage and practices in the relevant sector (for example, industrial or professional) are to be taken into account.”
“… contact details of brokers are easily obtainable in the market, even if not publicly listed on sites such as LinkedIn. To my mind they are not confidential – indeed, it’s a vital part of building relationships and a profile in the industry that you can be and are easily identifiable and contactable. For example, Guy Carpenter’s NMS team had a broker sheet with everyone’s contact details on it which was freely distributed at conferences to clients and markets (there were several copies of this in the Bermuda office for people to take and use).”
“I was absolutely prepared and happy to leave and join on my own.”
“It is really a once in a lifetime opportunity … Financially it is a no brainer….”
“You’ve got to weigh all these things up and you’ve got to say: your time’s run, Jim, it’s over for you at Guy Carpenter. People aren’t listening.”
“Mr Fletcher was dissatisfied with certain aspects of life at Guy carpenter in 2025, and the period running up to it. Mr Fletcher was critical of the leadership of Guy Carpenter and in particular Mr Klisura. He felt the business was too “growth focussed”
“I think that Nicola McIntosh, Graham Devlin, Andrew Hitchings, Jonathan Bryan and Robert Stocker were all close to Mr Summers, as well as Freddie Vaughan and Paula Danes.”
“Q. … let's look at Mr Devlin. If Mr Summers had told you, on 27 May, that Mr Devlin was going to be approached by Ms Clarke, is it really your position that you would have been able to have convinced Mr Devlin to stay? A. I think -- I think Mr Devlin probably would have always looked to work with Mr Summers.”
“I think if you're a junior person and you can see that the senior people above you are going, it does create a bigger incentive, it gives you the familiarity; and then of course if you're paid more money, well, then, you know, that starts to become a more plausible -- a more attractive proposition.”
“In my judgment, however, the correct approach is not to look simply at the individual breaches seriatim or in isolation, but to have regard to the totality of conduct complained of and ask whether the cumulative effect thereof is such as to have caused loss, damage or disadvantage to the claimant.”
“It would not be too difficult to piece together an organisational chart from sounding out the market and sources like LinkedIn…”
“Mr Fletcher’s and Mr Summers’ teams each had outstanding reputations. Mr Summers ran one of the most successful Marine and Energy (and Technical Lines) reinsurance teams in the London market, and Mr Fletcher ran the most successful reinsurance team in Bermuda. It is a little hard to generalise about all the people I approached but, broadly, I took a bet that if they worked for Mr Summers or Mr Fletcher, then they would be highly talented people given the teams’ reputations and my faith in Mr Summers’ and Mr Fletcher’s judgment. I thought that if the potential recruit worked for them, then that must mean that Mr Summers or Mr Fletcher rated them. For me, the fact that someone was part of either of those teams was recommendation enough.”
“We have used our talent acquisition team to make approaches, via LinkedIn, in a reasonably cold way; equally, if those people are known in the market, it would not be difficult to - - to gain someone’s contact details.”
“we are in finance, you have to be somewhat mercenary out there…”
“This feels like a really good opportunity. Bain, lots of money, can build quickly, which is compelling”; Mr Hornett: “Good opportunity. 20 years with GC. Trying something new, nearly 60.”
“… where a person has obtained a ‘head start’ as a result of unlawful acts, the court has the power to grant an injunction which restrains the wrongdoer, so as to deprive him of the fruits of his unlawful acts. This is often known as ‘springboard’ relief.”
“In my judgment, springboard relief is not confined to cases where former employees threaten to abuse confidential information acquired during the currency of their employment. It is available to prevent any future or further economic loss to a previous employer caused by former staff members taking an unfair advantage, and “unfair start”, of any serious breaches of their contract of employment (or if they are acting in concert with others, of any breach by any of those others). That unfair advantage must still exist at the time that the injunction is sought, and it must be shown that it would continue unless retrained. I accept that injunctions are to protect against and to prevent future and further losses and must not be used merely to punish breaches of contract.”
“The purpose of [the judge] in granting the injunction was to prevent the defendants from taking unfair advantage of the springboard which he considered they must have built up by their misuse of the information in the card index. Granted, first, that such an advantage cannot last forever, secondly, that the law does not restrain lawful competition and, thirdly that in restraining unlawful competition it seeks to protect the injured and not to punish the guilty, I cannot see that it is right for the term of the injunction to extend beyond the period for which the advantage may reasonably be expected to continue.”
“I must bear in mind that there was nothing unlawful in the individual defendants making use of their own expertise and experience in setting up in competition with [the Claimants] immediately following their resignations. In those respects, a "seamless transition" from Fields to Fusion was a legitimate aim which cannot found an application for "springboard" relief.”
“Even if I am satisfied that the defendants, or some of them, have made unlawful use of material belonging to the claimants, that is not enough to found a claim for springboard relief. The claimants must show that the defendants have gained an unfair competitive advantage over the claimants and that that advantage still exists and will continue to have effect unless the relief sought is granted. It is clear from the authorities that the court should exercise considerable caution both as to whether to grant such an injunction at all and, if so, as to its form and duration. In particular, the duration of such an injunction should not extend beyond the period for which the defendants’ illegitimate advantage may be expected to continue because such injunctions are granted to protect against and to prevent further loss, rather than being used to punish for past breaches of contract.”
“(1) First, the appropriate measure for the length of a springboard injunction is the length of time that it would have taken the wrongdoer to achieve lawfully what he in fact achieved unlawfully, relative to the victim. (2) Second, it must be emphasised that the exercise is a relative one and any advantage must be measured as such. Wrongful activities may have both a positive and negative effect, ie benefiting the wrongdoer whilst simultaneously harming the victim. Thus, for instance, the unlawful poaching of key staff is likely to advantage the wrongdoing party whilst disadvantaging the victim who has lost key staff and may have to recover lost market ground. (3) Third, it is relevant to look at the period of time over which the unlawful activities have in fact taken place. The relationship of this period with the length of any springboard relief is, however, kinetic not linear. (4) Fourth, there may be many different factors at play during the period of unlawful activity materially affecting the advantage gained which may, or may not, obtain in similar assumed circumstances of purely lawful activity. These factors might include, for instance, (i) the advantage of soliciting junior employees whilst still being employed and in positions of power, compared with the trying to recruit as an ex-employee, (ii) the advantage of stealth and secrecy, so that management are unaware and do not take defensive measures, and (iii) conversely, the advantage sometimes of being able to work speedily and not having to be covert. (5) Fifth, the nature and length of the ‘springboard’ relief should be fair and just in all the circumstances.”
“Whilst we will miss Matt’s contribution to our team the business is not at risk and we can move forward with little interruption.”
“Whilst we understand there will be many moving parts with the recent news and departures, [we] would like to take the opportunity to reaffirm our support for GC as a key relationship for us in the future.”
“At a time when you are probably having to deal with a lot of crap around the Willis move I thought now would be a good time to state that you are our largest inwards and outwards brokers and whilst obviously we look forward to hearing from you who will handle the various outwards placements that may be affected we fully intend to keep you in pole position and look forward to taking our partnership to new heights.”
“Q …It is right, isn't it, that for an insurer who depends upon Marsh referrals to be prised away from Guy Carpenter would be a very difficult thing to do? Do you accept that? A. Yes.”
“For the first few years it would be more typical that they [Willis Re] would have a non-flag relationship.”
“the reinvention of Willis Re will be the end of the challenger broker model”, and in a text message he sent on 19 June he stated: “I think Willis are is the death nail [sic] of those smaller challenger brokers now, back to the big 4.”
“Biz isn’t moving from GC to Willis or any other broker in ANY meaningful way regardless of their relationships” (to which Mr Morgan replied, “couldn’t agree more”). Similarly, as the resignations were starting and the very top level of Marsh and Guy Carpenter were seeking to assess what Willis Re were seeking to do, Mark McGivney (Marsh’s Chief Financial Officer) emailed Mr Doyle and Mr Klisura saying: “Any material impact is way off and I think they understand the challenges of building a reinsurance business given the steep barriers to entry (at least to build a business that could rival us or Aon).”
“…this whole thing is hard to figure out the logic. Why would retro brokers be in the front end of building out the business? At best they should be a year or two out. We should consider releasing the retro brokers from gardening leave now so Bain can start running up expenses now with no revenue.”
“The Defendants MUST NOT, directly or indirectly: … 1.1. make an offer of employment to any person employed by any of the Claimants within the Guy Carpenter Global Specialties Business: (i) in the United Kingdom; or (ii) in Bermuda; in each case, who has not already received a written offer of employment as at11 July 2025 ;…”
“250. It seems to me that here the basis for the interim injunction is better put more simply. BGC was carrying on an unlawful course of conduct against Tullett and Tullett was entitled to an injunction to stop it. It is a kind of quia timet injunction. As BGC had shown an intention to recruit unlawfully it was not appropriate simply to injunct unlawful recruitment but all recruitment, because of the risk and likelihood of further unlawful means and the difficulty of detecting them.”
“247. When interim relief was granted on2 April 2009 Tullett was facing an attack on its workforce in which desk heads were being used to recruit in breach of their duty to Tullett, and in which it was intended to call out recruits to leave Tullett regardless of whether the recruits were entitled to do so by reason of constructive dismissal. It was appropriate to injunct BGC to prevent this conduct from continuing, and the only way to achieve that was to bar BGC from recruiting from Tullett in any way.”
“253. In my judgment it was appropriate that Tullett should have the protection it did until the delivery of this judgment. There is no justification for any further substantial extension of the relief. The court must assume that the exposure of BGC’s conduct as set out in the judgment will curb unlawful recruitment in the future. BGC is a substantial and ostensibly responsible company. The relief against BGC will be continued for 14 days from the delivery of the judgment, so the judgment may be absorbed. It will then end.”
“Confidential Information” shall mean any trade secret or other information which is confidential or commercially sensitive and which is not in the public domain (other than where such information comes into the public domain by reason of a breach by any Resigning Employee of the relevant Resigning Employee’s obligations to any Guy Carpenter Group Entity) or part of their own stock in trade or readily ascertainable to persons not connected with a Guy Carpenter Group Entity without significant expenditure of labour, skill or money, relating or belonging to the relevant Guy Carpenter Group Entity or any of its or their customers or clients or Restricted Clients including, but not limited to, information relating to computer programs, source code, object code, technologies, products, product specifications, test data, prototypes, the business methods, corporate plans, management systems, finances, new business opportunities, pricing arrangements, trade agreements, profits, costs of investments, pricing and sales records, terms of business, marketing or sales of any products or services, secret formulae, processes, inventions, designs, applications, training presentations, promotional brochures, know-how, discoveries, and other technical information relating to the creation, production or supply of future products or services of the relevant Guy Carpenter Group Entity, or lists or details of clients, Restricted Clients, or other customers, potential clients or customers or suppliers, or the arrangements made with any Restricted Clients or other clients or customers or suppliers, lists or details of contacts, the curriculum vitae, remuneration details, work-related experience, attributes and other personal information concerning those employed or engaged by the relevant Guy Carpenter Group Entity, any information in respect of which the relevant Guy Carpenter Group Entity or any of its or their customers or clients owe an obligation of confidentiality to any third party and any information that is notified to the relevant Resigning Employee as being confidential.”
“…any person, firm, company or other organisation who or which is or was a client or Prospective Client of the Guy Carpenter Global Specialties Business for the purposes of being provided with or sold reinsurance products or services (including retrocessional reinsurance or any other products or services of the type provided by any Resigning Employee during their employment with any Claimant) and with whom any Resigning Employee had Contact or about whom or which any Resigning Employee obtained Confidential Information or trade secrets during the last two (2) years of their employment with any Claimant.”
“So far as the confidentiality injunction order is concerned, this must be framed with sufficient precision so as to ensure that those enjoined know what they are prevented from doing with clarity.”
“in a case where the breach which has been procured would in the ordinary course inflict damage on the plaintiff, the plaintiff may succeed without proof of particular damage.”