National Westminster Bank Plc v Morgan [1985] UKHL 2

House of Lords

National Westminster Bank PlcAppellantMorganRespondent
Lord Scarman
It is Ordered and Adjudged, by the Lords Spiritual and Temporal in the Court of Parliament of Her Majesty the Queen assembled, That the said Order of Her Majesty's Court of Appeal of the 29th day of June 1983 complained of in the said Appeal be, and the same is hereby, Set Aside , save for legal aid taxation: and that the Order of the County Court of the 5th day of November 1982 be, and the same is hereby Restored and that possession of the house be given within 28 days of this judgment: And it is further Ordered, That there be no Order as to Costs in the Court of Appeal or in this House, save that the Costs incurred by the Respondent in respect of the said Appeal to this House be taxed in accordance with Schedule 2 to the Legal Aid Act 1974: And it is also further Ordered, That the Cause be, and the same is hereby, remitted back to the County Court to do therein as shall be just and consistent with this Judgment.

Cler: Parliamentor

HOUSE OF LORDS

NATIONAL WESTMINSTER BANK PLC (APPELLANTS)

V.

MORGAN (A.P.) (RESPONDENT)

Lord Scarman Lord Keith of Kinkel Lord Roskill Lord Bridge of Harwich Lord Brandon of Oakbrook

LORD SCARMAN

My Lords,The appellant, the National Westminster Bank Plc., seeks against Mrs. Janet Morgan, the respondent in the appeal, an order for the possession of a dwelling-house in Taunton. The house is Mrs. Morgan's family home. She acquired it jointly with her husband, and since his death on 9 December 1982 has been the sole owner. The bank relies on a charge by way of legal mortgage given by her and her husband to secure a loan granted to them by the bank. The manner in which Mrs. Morgan came to give this charge is at the heart of the case. The only defence to the bank's action with which your Lordships are concerned is Mrs. Morgan's plea that she was induced to execute the charge by the exercise of undue influence on the part of the bank. The bank, she says, procured the charge by bringing to bear undue influence upon her at an interview at home which Mr. Barrow, the bank manager, sought and obtained in early February 1978.The action was heard in the Bridgwater County Court in November 1982. The deputy judge, Mr. C. S. Rawlins, delivered a careful judgment in which after a full review of the facts he rejected the defence of undue influence and made the possession order sought by the bank. He also rejected Mrs. Morgan's counterclaim for equitable relief.Mrs. Morgan appealed. The Court of Appeal reversed the judge, dismissed the bank's claim, and granted Mrs. Morgan relief in the shape of a declaration that the legal charge was not a good and subsisting charge.The bank appeals with the leave of the House. Two issues are said to arise: the first, the substantive issue, is whether Mrs. Morgan has established a case of undue influence: the second, said to be procedural, is whether, if she has, she ought properly to be granted equitable relief, and the nature of any such relief. The two issues are, in truth, no more than different aspects of one fundamental question: has Mrs. Morgan established a case for equitable relief? For there is no longer any suggestion that she has a remedy at law. Unless the transaction can be set aside on the ground of undue influence, it is unimpeachable. The House is not concerned with the claim for damages for negligence raised by Mrs. Morgan in her counterclaim but not pursued by her in the Court of Appeal: nor has any case of misrepresentation been advanced.

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In the appeal the bank invites the House to review the decision of the Court of Appeal in Lloyd's Bank Ltd, v. Bundy [1975] QB 326 . The case, it would appear, has been widely misunderstood - though not, I hasten to add, by the judges of our courts. The majority of the court in that case addressed themselves to its very special facts and held that the customer's banking transaction (a legal charge on the home, as in this case) was procured by undue influence exercised by the bank manager: but Lord Denning preferred to base his judgment on inequality of bargaining power. Because this difference of approach may have led to some confusion, I have no doubt that the House should accede to the bank's invitation. Whether the bank is correct in its submission that the majority decision was wrong in law is, however, another matter, to which I shall return later in my speech.

The facts of the case

There is no dispute as to the primary facts: they were agreed by counsel in the county court. Mr . and Mrs. Morgan bought the house on 17 September 1974 with the assistance of two loans secured by a first and a second mortgage. The first was a charge by way of legal mortgage to the Abbey National Building Society to secure a loan of £12,800: the second was a legal charge to an investment company to secure a loan of £4,200. The total of £17,000 thus borrowed almost certainly approximated at the time to the value of the property: and the consequence of the two loans was to saddle the property with a burden of debt, the servicing of which was to cause Mr. Morgan great difficulty. The mortgage repayments soon fell into arrears.Mr. Morgan was in business as an earth-moving contractor, a business which he conducted first through a company, Highbell Ltd., and later through a company named D. A. Morgan Contracts Ltd. The business was under-capitalised and subject to alarming fluctuations of fortune. Highbell ceased to trade in July 1975.Between 1975 and 1977 Mr. Morgan banked at the Basingstoke branch of the National Westminster, though he and his family were living at Taunton. He was frequently in overdraft upon his personal account, so that Basingstoke asked the North Street, Taunton branch to try to collect what was due. On at least six occasions Mr. Barrow, the North Street manager, visited the Morgan house in an attempt to collect the debt. Certainly on one occasion he had a discussion with Mrs. Morgan when she told him that the house was on the market and that the debt would be repaid. The trial judge found as a fact that during this period Mrs. Morgan's relationship with the bank was a business one, that the family was in financial difficulty, and that husband and wife were concerned about their inability to maintain the mortgage repayments.In June 1977 Mr. Morgan put a proposal to Basingstoke: it was to borrow from the bank sufficient to pay off the second mortgage, and to set up a new company (D. A. Morgan Contracts Ltd.) which he declared to have a rosy future.

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The bank agreed subject to a legal charge to be given by both owners of the property, i.e. by Mrs. Morgan as well as Mr. Morgan. The bank suggested, very wisely and fairly, that Mrs. Morgan should take legal advice, which she did and for which the bank paid. The advice was that the amount to be secured should be limited to £6,000: and the bank accepted the limit.A few days later (end of June 1977) the bank discovered that a possession order in respect of the house had been made by a court in favour of the second mortgagee. The trial judge found that Mrs. Morgan knew of this order when she executed the legal charge in favour of the bank.The bank now had second thoughts. In the result it did not make the loan to Mr. Morgan, who was rescued by the generosity of his father who paid off the second mortgagee. The charge to secure £6,000 stood, however; and it continued as a support for the husband's borrowing, subject to the limit demanded and obtained by Mrs. Morgan. During these unhappy events husband and wife were, the judge found, desperately anxious not to lose their home.In October 1977 a crisis arose on the first mortgage. The Abbey National warned the bank that they were starting proceedings for possession in default of payment of mortgage instalments. On 19 October 1977 Mr. Morgan transferred his personal account (in overdraft £588) to North Street. The Abbey National began their proceedings, alleging a debt of over £13,000. On 12 December 1977 Mrs. Morgan transferred her account to North Street. From this date onward the Morgans' banking transactions were with Mr. Barrow, the North Street manager.A bank rescue operation was decided upon by Mr. and Mrs. Morgan, if they could arrange it. On 30 January 1978 Mr. Morgan asked the bank "to re-finance" the Abbey National loan. By this time the society had obtained a possession order. Mr. Morgan told the bank that all he needed was a bridging loan of £14,500 for some five weeks. If the bank would pay off the society, he would arrange for the bank's repayment by his company, which it would appear was currently in a prosperous phase and had, it was then believed, good prospects.The bank accepted the proposal upon the recommendation of Mr. Barrow. He was informed of the approval by his area office by letter of 31 January 1978 in these terms:
"D. A. A. Morgan and another: In reply to your letter of 30 January 1978 the following limit has been granted: £14,500 on current account to 7.3.78 on the short term bridging basis submitted, subject to completion of a new unlimited legal mortgage on NWB 1016 over Crossmoor Meadow to replace the existing limited second mortgage."
The "existing limited second mortgage" was the 1977 legal charge limited to £6,000. In place of it Mr. Barrow was being instructed to obtain an unlimited mortgage to secure a loan limited to £14,500. There was considerable discussion by counsel as to the true meaning of this approval. But it is really quite simple: the debt to be secured was the loan of a sum which Abbey National

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required to be paid if they were to call off their proceedings for possession and to discharge their mortgage: the security for the loan limited to £14,500 was to be a mortgage without express limit. The document of approval sent by the area office and quoted above limited the mortgage to the Abbey National debt and did not authorise Mr. Barrow to use the security to support any other lending transaction.On 1 February 1978 Mr. and Mrs. Morgan signed an authority to the bank to pay off the Abbey National and to charge Mr. Morgan's personal account. The bank, however, required the mortgage to secure the loan to be in joint names (the property being in joint ownership). Between 3 and 6 February a joint account was opened. The details of the transaction were these. In the first week of February the debit of £14,207.22 was transferred from Mr. Morgan's personal account to the joint account, being the sum which the bank had paid to the Abbey National, and Mr. and Mrs. Morgan signed the legal charge, which is the transaction which Mrs. Morgan seeks in these proceedings to have declared null and void on the ground that it was procured by the bank's exercise of undue influence upon her. The charge bears the date 8 March 1978: no point arises on the discrepancy between this date and the date early in February when it was signed, the delay being attributable to the fact that the bank did not receive from the Abbey National the deeds of the property until the end of February.There can be no doubt as to the terms of the charge: it was a charge to secure "all present or future actual or contingent liabilities" of Mr. Morgan to the bank. Mrs. Morgan had, therefore, signed a charge the terms of which were without limit and covered all the liabilities of Mr. Morgan to the bank. It was, however, plainly the intention of the bank, as it was also its instruction to Mr. Barrow, to treat the security as limited to the bridging finance (capital and interest) needed by the joint owners of the house to pay off the Abbey National and to obtain a period of time (about five weeks) in which to repay the bank. The bank had at no time sought to use the security for any other purpose.I now come to the heart of the case. It is not suggested - nor could it be - that prior to the interview at which Mrs. Morgan signed the charge the relationship between the bank and its two customers, Mr. and Mrs. Morgan, had been other than the normal business one of banker and customer. It was business for profit so far as the bank was concerned: it was a rescue operation to save their house so far as the two customers were concerned.But it is said on behalf of Mrs. Morgan that the relationship between the bank and herself assumed a very different character when in early February Mr. Barrow called at the house to obtain her signature to the charge: Mr. Morgan had already signed.The trial judge set the scene for the critical interview by these findings of fact: husband and wife were looking for a rescue operation by the bank to save the home for themselves and their children; they were seeking from the bank only a breathing space of some five weeks; and Mrs. Morgan knew that there was no other way of saving the house.

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Mr. Barrow's visit to the house lasted 15 to 20 minutes. His conversation with Mrs. Morgan lasted only five minutes. Mrs. Morgan's concern was lest the document which she was being asked to sign might enable the husband to borrow from the bank for business purposes. She wanted the charge confined to paying off the Abbey National and to the provision of bridging finance for about five weeks. She told Mr. Barrow that she had no confidence in her husband's business ability and did not want the mortgage to cover his business liabilities. Mr. Barrow advised her that the cover was so limited. She expressed her gratitude to the bank for saving their home. The judge found that the bank was not seeking any advantage other than to provide on normal commercial terms but at extremely short notice the bridging finance necessary to secure their home. He rejected the suggestion that Mrs. Morgan had any misgivings on the basis that she would prefer the house to be sold. He accepted that it was never the intention of Mr. Barrow that the charge should be used to secure any other liability of Mr. Morgan.The atmosphere in the home during Mr. Barrow's visit was plainly tense. Mr. Morgan was in and out of the room, "hovering around." Mrs. Morgan made it clear to Mr. Barrow that she did not want him there. Mr. Barrow did manage to discuss the more delicate matters when he was out of the room.Such was the interview in which it is said that Mr. Barrow crossed the line which divides a normal business relationship from one of undue influence. I am bound to say that the facts appear to me to be a far cry from a relationship of undue influence or from a transaction in which an unfair advantage was obtained by one party over the other. The trial judge clearly so thought: for he stated his reasons for rejecting Mrs. Morgan's case with admirable brevity. He made abundantly clear his view that the relationship between Mr. Barrow and Mrs. Morgan never went beyond that of a banker and customer, that Mrs. Morgan had made up her own mind that she was ready to give the charge, and that the one piece of advice (as to the legal effect of the charge) which Mr. Barrow did give, though erroneous as to the terms of the charge, correctly represented his intention and that of the bank. The judge dealt with three points. First, he ruled upon the submission by the bank that the transaction of loan secured on the property was not one of manifest disadvantage to Mrs. Morgan since it provided what to her was desperately important, namely the rescue of the house from the Abbey National. He was pressed, of course, with the contrast between the unlimited terms of the legal charge and the assurance (to which at all times the bank adhered) by Mr. Barrow that the charge was limited to paying off the Abbey National and the bridging finance. He considered the balance to be between the "enormous" advantage of preserving the home from the Abbey National and the "essentially theoretical" disadvantage of the terms of the written charge, and accepted the submission that the transaction was not manifestly disadvantageous to Mrs. Morgan.Secondly, he rejected the submission made on behalf of Mrs. Morgan that Mr. Barrow put pressure on her. In his view the pressure upon her was the knowledge that Abbey National were on the point of obtaining possession with a view to the sale of her home. It was, however, suggested that Mr. Barrow had made a

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mistake in the advice which he gave her as to the nature of the charge. Mr. Barrow's mistake was not as to the bank's intentions but as to the wording of the charge. He accurately stated the bank's intention and events have proved him right. I would add in passing that no case of misrepresentation by Mr. Barrow was sought to be developed at the trial and the case of negligence is not pursued.The judge recognised that Mr. Barrow did not advise her to take legal advice: but he held that the circumstances did not call for any such advice and that she was not harried into signing. She was signing to save her house and to obtain short-term bridging finance. "The decision," the judge said, "was her own."Thirdly, he rejected the submission that there was a confidential relationship between Mrs. Morgan and the bank such as to give rise to a presumption of undue influence. Had the relationship been such as to give rise to the presumption, he would have held, as counsel for the bank conceded, that no evidence had been called to rebut it. He concluded that Mrs. Morgan had failed to make out her case of undue influence.The Court of Appeal, [1983] 3 All E.R. 85, disagreed. The two Lords Justices who constituted the court (surely it should have been a court of three?) put an interpretation upon the facts very different from that of the judge: they also differed from him on the law.As to the facts, I am far from from being persuaded that the trial judge fell into error when he concluded that the relationship between the bank and Mrs. Morgan never went beyond the normal business relationship of banker and customer. Both Lords Justices saw the relationship between the bank and Mrs. Morgan as one of confidence in which she was relying on the bank manager's advice. Each recognised the personal honesty, integrity, and good faith of Mr. Barrow. Each took the view that the confidentiality of the relationship was such as to impose upon him a "fiduciary duty of care." It was his duty, in their view, to ensure that Mrs. Morgan had the opportunity to make an independent and informed decision: but he failed to give her any such opportunity. They, therefore, concluded that it was a case for the presumption of undue influence.My Lords,I believe that the Lords Justices were led into a misinterpretation of the facts by their use, as is all too frequent in this branch of the law, of words and phrases such as "confidence," "confidentiality," "fiduciary duty." There are plenty of confidential relationships which do not give rise to the presumption of undue influence (a notable example is that of husband and wife, Bank of Montreal v. Stuart [1911] A C 120 ); and there are plenty of non-confidential relationships in which one person relies upon the advice of another, e.g. many contracts for the sale of goods. Nor am I persuaded that the charge, limited as it was by Mr. Barrow's declaration to securing the loan to pay off the Abbey National debt and interest during the bridging period, was disadvantageous to Mrs. Morgan. It meant for her the rescue of her home upon the terms sought by her - a short-term loan at a commercial rate of interest. The Court of Appeal has not, therefore, persuaded me that the judge's understanding of the facts was incorrect.

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But, further, the view of the law expressed by the Court of Appeal was, as I shall endeavour to show, mistaken. Dunn L.J., at p. 90, while accepting that in all the reported cases to which the court was referred the transactions were disadvantageous to the person influenced, took the view that in cases where public policy requires the court to apply the presumption of undue influence there is no need to prove a disadvantageous transaction. Slade L.J. also clearly held that it was not necessary to prove a disadvantageous transaction where the relationship of influence was proved to exist. Basing himself on the judgment of Cotton L.J. in Allcard v. Skinner (1887) 36 ChD 145 , 171, he said, at p. 92:
"Where a transaction has been entered into between two parties who stand in the relevant relationship to one another, it is still possible that the relationship and influence arising therefrom has been abused, even though the transaction is, on the face of it, one which, in commercial terms, provides reasonably equal benefits for both parties."
I can find no support for this view of the law other than the passage in Cotton L.J.'s judgment in Allcard v. Skinner to which Slade L.J. referred. The passage, at p. 171, is as follows:
"The question is - Does the case fall within the principles laid down by the decisions of the Court of Chancery in setting aside voluntary gifts executed by parties who at the time were under such influence as, in the opinion of the court, enabled the donor afterwards to set the gift aside? These decisions may be divided into two classes - First, where the court has been satisfied that the gift was the result of influence expressly used by the donee for the purpose; second, where the relations between the donor and donee have at or shortly before the execution of the gift been such as to raise a presumption that the donee had influence over the donor. In such a case the court sets aside the voluntary gift, unless it is proved that in fact the gift was the spontaneous act of the donor acting under circumstances which enabled him to exercise an independent will and which justifies the court in holding that the gift was the result of a free exercise of the donor's will. The first class of cases may be considered as depending on the principle that no one shall be allowed to retain any benefit arising from his own fraud or wrongful act. In the second class of cases the court interferes, not on the ground that any wrongful act has in fact been committed by the donee, but on the ground of public policy, and to prevent the relations which existed between the parties and the influence arising therefrom being abused."
The transactions in question in Allcard v. Skinner were gifts: it is not to be supposed that Cotton L.J. was excluding the applicability of his observations to other transactions in which disadvantage or sacrifice is accepted by the party influenced. It is significant for the proper understanding of his judgment that gifts are transactions in which the donor by parting with his property accepts a disadvantage or a sacrifice, and that in Allcard v. Skinner the donor parted with almost all her property. I do not, therefore, understand the Lord Justice, when he accepted that Miss Allcard's case fell into the class where undue influence was to be

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presumed, to have treated as irrelevant the fact that her transaction was manifestly disadvantageous to her merely because he was concerned in the passage quoted to stress the importance of the relationship. If, however, as Slade L.J. clearly thought, the Lord Justice in the last sentence quoted should be understood as laying down that the transaction need not be one of disadvantage and that the presumption of undue influence can arise in respect of a transaction which provides "reasonably equally benefits for both parties," I have with great respect to say that in my opinion the Lord Justice would have erred in law: principle and authority are against any such proposition.Like Dunn L.J., I know of no reported authority where the transaction set aside was not to the manifest disadvantage of the person influenced. It would not always be a gift: it can be a "hard and inequitable" agreement (Ormes v. Beadel (1860) 2 Gif. 166, 174); or a transaction "immoderate and irrational" (Bank of Montreal v. Stuart [1911] AC 120 , 137) or "unconscionable" in that it was a sale at an undervalue (Poosathurai v. Kannappa Chettiar (1919) L.R. 47 I.A. 1, 3-4). Whatever the legal character of the transaction, the authorities show that it must constitute a disadvantage sufficiently serious to require evidence to rebut the presumption that in the circumstances of the relationship between the parties it was procured by the exercise of undue influence. In my judgment, therefore, the Court of Appeal erred in law in holding that the presumption of undue influence can arise from the evidence of the relationship of the parties without also evidence that the transaction itself was wrongful in that it constituted an advantage taken of the person subjected to the influence which, failing proof to the contrary, was explicable only on the basis that undue influence had been exercised to procure it.The principle justifying the court in setting aside a transaction for undue influence can now be seen to have been established by Lindley L.J. in Allcard v. Skinner, 36 ChD 145 . It is not a vague "public policy" but specifically the victimisation of one party by the other. It was stated by Lindley L.J. in a famous passage, at pp. 182-183:
"The principle must be examined. What then is the principle? Is it that it is right and expedient to save persons from the consequences of their own folly? or is it that it is right and expedient to save them from being victimised by other people? In my opinion the doctrine of undue influence is founded upon the second of these two principles. Courts of equity have never set aside gifts on the ground of the folly, imprudence, or want of foresight on the part of donors. The courts have always repudiated any such jurisdiction. Huguenin v. Baseley (1807) 14 Ves.Jr. 273 is itself a clear authority to this effect. It would obviously be to encourage folly, recklessness, extravagance and vice if persons could get back property which they foolishly made away with, whether by giving it to charitable institutions or by bestowing it on less worthy objects. On the other hand, to protect people from being forced, tricked or misled in any way by others into parting with their property is one of the most legitimate objects of all laws; and the equitable doctrine of undue influence has grown out of and been developed by the necessity of grappling with insidious forms of spiritual tyranny and with the infinite varieties of fraud."
When the Lord Justice came to state the circumstances which give rise to the presumption, he put it thus, at p. 183:
"As no court has ever attempted to define fraud so no court has ever attempted to define undue influence, which includes one of its many varieties. The undue influence which courts of equity endeavour to defeat is the undue influence of one person over another; not the influence of enthusiasm on the enthusiast who is carried away by it, unless indeed such enthusiasm is itself the result of external undue influence. But the influence of one mind over another is very subtle, and of all influences religious influence is the most dangerous and the most powerful, and to counteract it courts of equity have gone very far. They have not shrunk from setting aside gifts made to persons in a position to exercise undue influence over the donors, although there has been no proof of the actual exercise of such influence; and the courts have done this on the avowed ground of the necessity of going this length in order to protect persons from the exercise of such influence under circumstances which render proof of it impossible. The courts have required proof of its non-exercise, and, failing that proof, have set aside gifts otherwise unimpeachable."
And in a later passage, at p. 185, he returned to the critical importance of the nature of the transaction:
"Where a gift is made to a person standing in a confidential relation to the donor, the court will not set aside the gift if of a small amount simply on the ground that the donor had no independent advice. In such a case, some proof of the exercise of the influence of the donee must be given. The mere existence of such influence is not enough in such a case; see the observations of Turner L.J. in Rhodes v. Bate (1866) L.R. 1 Ch.App. 252, 258. But if the gift is so large as not to be reasonably accounted for on the ground of friendship, relationship, charity, or other ordinary motives on which ordinary men act, the burden is upon the donee to support the gift."
Subsequent authority supports the view of the law as expressed by Lindley L.J. in Allcard v. Skinner. The need to show that the transaction is wrongful in the sense explained by Lindley L.J. before the court will set aside a transaction whether relying on evidence or the presumption of the exercise of undue influence has been asserted in two Privy Council cases. In Bank of Montreal v. Stuart [1911] AC 120 , 137 Lord Macnaghten, delivering the judgment of the Board, said:
"It may well be argued that when there is evidence of overpowering influence and the transaction brought about is immoderate and irrational, as it was in the present case, proof of undue influence is complete. However that may be, it seems to their Lordships that in this case there is enough, according to the recognized doctrine of courts of equity, to entitle Mrs. Stuart to relief. Unfair advantage of Mrs. Stuart's confidence in her husband was taken by Mr. Stuart, and also it must be added by Mr. Bruce."

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In Poosathurai v. Kannappa Chettiar L.R. 47 I.A. 1, 3 Lord Shaw of Dunfermline, after indicating that there was no difference upon the subject of undue influence between the Indian Contracts Act and English law quoted the Indian statutory provision, section 16 (3):
"Where a person who is in a position to dominate the will of another enters into a contract with him, and the transaction appears on the face of it, or on the evidence, to be unconscionable, the burden of proving that such contract was not induced by undue influence shall lie upon the person in the position to dominate the will of the other."
He then proceeded, at p. 4, to state the principle in a passage of critical importance, which, since, so far as I am aware, the case is not reported in the Law Reports, I think it helpful to quote in full:
"It must be established that the person in a position of domination has used that position to obtain unfair advantage for himself, and so to cause injury to the person relying upon his authority or aid. Where the relation of influence, as above set forth, has been established, and the second thing is also made clear, namely, that the bargain is with the "influencer," and in itself unconscionable, then the person in a position to use his dominating power has the burden thrown upon him, and it is a heavy burden, of establishing affirmatively that no domination was practised so as to bring about the transaction, but that the grantor of the deed was scrupulously kept separately advised in the independence of a free agent. These general propositions are mentioned because, if laid alongside of the facts of the present case, then it appears that one vital element - perhaps not sufficiently relied on in the court below, and yet essential to the plaintiff's case - is wanting. It is not proved as a fact in the present case that the bargain of sale come to was unconscionable in itself or constituted an advantage unfair to the plaintiff; it is, in short, not established as a matter of fact that the sale was for undervalue."
The wrongfulness of the transaction must, therefore, be shown: it must be one in which an unfair advantage has been taken of another. The doctrine is not limited to transactions of gift. A commercial relationship can become a relationship in which one party assumes a role of dominating influence over the other. In Poosathurai's case the Board recognised that a sale at an undervalue could be a transaction which a court could set aside as unconscionable if it was shown or could be presumed to have been procured by the exercise of undue influence. Similarly a relationship of banker and customer may become one in which the banker acquires a dominating influence. If he does and a manifestly disadvantageous transaction is proved, there would then be room for the court to presume that it resulted from the exercise of undue influence.This brings me to Lloyd's Bank Ltd, v. Bundy [1975] Q.B. 326. It was, as one would expect, conceded by counsel for the respondent that the relationship between banker and customer is

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not one which ordinarily gives rise to a presumption of undue influence: and that in the ordinary course of banking business a banker can explain the nature of the proposed transaction without laying himself open to a charge of undue influence. This proposition has never been in doubt, though some, it would appear, have thought that the Court of Appeal held otherwise in Lloyd's Bank Ltd, v. Bundy. If any such view has gained currency, let it be destroyed now once and for all time: see Lord Denning M.R., at p. 336F, Cairns L.J., at p. 340D, and Sir Eric Sachs, at p. 341H-342A. Your Lordships are, of course, not concerned with the interpretation put upon the facts in that case by the Court of Appeal: the present case is not a re-hearing of that case. The question which the House does have to answer is: did the court in Lloyd's Bank Ltd, v. Bundy accurately state the law?Lord Denning M.R. believed that the doctrine of undue influence could be subsumed under a general principle that English courts will grant relief where there has been "inequality of bargaining power" (p. 339). He deliberately avoided reference to the will of one party being dominated or overcome by another. The majority of the court did not follow him; they based their decision on the orthodox view of the doctrine as expounded in Allcard v. Skinner, 36 ChD 145 . This opinion of the Master of the Roils, therefore, was not the ground of the court's decision, which has to be found in the view of the majority, for whom Sir Eric Sachs delivered the leading judgment.Nor has counsel for the respondent sought to rely on Lord Denning's general principle: and, in my view, he was right not to do so. The doctrine of undue influence has been sufficiently developed not to need the support of a principle which by its formulation in the language of the law of contract is not appropriate to cover transactions of gift where there is no bargain. The fact of an unequal bargain will, of course, be a relevant feature in some cases of undue influence. But it can never become an appropriate basis of principle of an equitable doctrine which is concerned with transactions "not to be reasonably accounted for on the ground of friendship, relationship, charity, or other ordinary motives on which ordinary men act" (Lindley L.J. in Allcard v. Skinner, at p. 185). And even in the field of contract I question whether there is any need in the modern law to erect a general principle of relief against inequality of bargaining power. Parliament has undertaken the task - and it is essentially a legislative task - of enacting such restrictions upon freedom of contract as are in its judgment necessary to relieve against the mischief: for example, the hire-purchase and consumer protection legislation, of which the Supply of Goods (Implied Terms) Act 1973, Consumer Credit Act 1974, Consumer Safety Act 1978, Supply of Goods and Services Act 1982 and Insurance Companies Act 1982 are examples. I doubt whether the courts should assume the burden of formulating further restrictions.I turn, therefore, to consider the "ratio decidendi" of Sir Eric Sachs's judgment.In so far as Sir Eric appears to have accepted the "public policy" principle formulated by Cotton L.J. in Allcard v. Skinner, I think for the reasons which I have already developed that he fell into error if he is to be understood as also saying that it matters

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not whether the transaction itself was wrongful in the sense explained by Lindley L.J. in Allcard v. Skinner, by Lord Macnaghten in Bank of Montreal v. Stuart and by Lord Shaw of Dumfermline in the Poosathurai case. But in the last paragraph of his judgment where Sir Eric turned to consider the nature of the relationship necessary to give rise to the presumption of undue influence in the context of a banking transaction, he got it absolutely right. He said, at p. 347:
"There remains to mention that Mr. Rankin, whilst conceding that the relevant special relationship could arise as between banker and customer, urged in somewhat doom-laden terms that a decision taken against the bank on the facts of this particular case would seriously affect banking practice. With all respect to that submission, it seems necessary to point out that nothing in this judgment affects the duties of a bank in the normal case where it obtains a guarantee, and in accordance with standard practice explains to the person about to sign its legal effect and the sums involved. When, however, a bank, as in the present case, goes further and advises on more general matters germane to the wisdom of the transaction, that indicates that it may - not necessarily must - be crossing the line into the area of confidentiality so that the court may then have to examine all the facts including, of course, the history leading up to the transaction, to ascertain whether or not that line has, as here, been crossed. It would indeed be rather odd if a bank which vis-à-vis a customer attained a special relationship in some ways akin to that of a 'man of affairs' - something which can be a matter of pride and enhance its local reputation - should not, where a conflict of interest has arisen as between itself and the person advised, be under the resulting duty now under discussion. Once, as was inevitably conceded, it is possible for a bank to be under that duty, it is, as in the present case, simply a question for 'meticulous examination' of the particular facts to see whether that duty has arisen. On the special facts here it did arise and it has been broken."
This is good sense and good law, though I would prefer to avoid the term "confidentiality" as a description of the relationship which has to be proved. In truth, as Sir Eric recognised, the relationships which may develop a dominating influence of one over another are infinitely various. There is no substitute in this branch of the law for a "meticulous examination of the facts."A meticulous examination of the facts of the present case reveals that Mr. Barrow never "crossed the line." Nor was the transaction unfair to Mrs. Morgan. The bank was, therefore, under no duty to ensure that she had independent advice. It was an ordinary banking transaction whereby Mrs. Morgan sought to save her home; and she obtained an honest and truthful explanation of the bank's intention which, notwithstanding the terms of the mortgage deed which in the circumstances the trial judge was right to dismiss as "essentially theoretical," was correct: for no one has suggested that Mr. Barrow or the bank sought to make Mrs. Morgan liable, or to make her home the security, for any debt of her husband other than the loan and interest necessary to save the house from being taken away from them in discharge of their indebtedness to the building society.

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For these reasons, I would allow the appeal. In doing so, I would wish to give a warning. There is no precisely defined law setting limits to the equitable jurisdiction of a court to relieve against undue influence. This is the world of doctrine, not of neat and tidy rules. The courts of equity have developed a body of learning enabling relief to be granted where the law has to treat the transaction as unimpeachable unless it can be held to have been procured by undue influence. It is the unimpeachability at law of a disadvantageous transaction which is the starting-point from which the court advances to consider whether the transaction is the product merely of one's own folly or of the undue influence exercised by another. A court in the exercise of this equitable jurisdiction is a court of conscience. Definition is a poorinstrument when used to determine whether a transaction is or is not unconscionable: this is a question which depends upon the particular facts of the case.I propose, therefore, that the House order as follows:(1) that the appeal be allowed;(2) that possession of the house be given within 28 days of the date of judgment in this House;(3) that no order be made as to costs in the Court of Appeal or in this House save for a legal aid taxation of the respondent's costs.

LORD KEITH OF KINKEL

My Lords,I agree that this appeal should be allowed for the reasons set out in the speech of my noble and learned friend, Lord Scarman.

LORD ROSKILL

My Lords,

I have had the advantage of reading in draft the speech of

my noble and learned friend, Lord Scarman. I respectfully and

entirely agree with it and for the reasons he gives I would allow this appeal.

LORD BRIDGE OF HARWICH

My Lords,For the reasons given in the speech by my noble and learned friend Lord Scarman, with which I fully agree, I would allow this appeal.

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LORD BRANDON OF OAKBROOK

My Lords,I have had the advantage of reading in draft the speech prepared by my noble and learned friend, Lord Scarman. I agree with it, and for the reasons which he gives I would allow the appeal.

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Cited in 1 later judgment