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Into Nominee One Limited and Into Nominee Two Limited v Study Group UK Limited and Daily Mail and General Trust PLC
[2026] EWHC 1201 (TCC) | High Court of Justice, Technology and Construction Court (KBD)
Before Mr Roger ter Haar KC, sitting as a Deputy High Court Judge | Heard 28 and 29 April 2026 | Handed down 21 May 2026
Interactive Process Flow | Summary judgment on rent and alleged frustration by cladding defects
Case Analysis Process Flow
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1. Case Overview
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Case: Into Nominee One Limited and Into Nominee Two Limited v Study Group UK Limited and Daily Mail and General Trust PLC [2026] EWHC 1201 (TCC)
Court: High Court of Justice, Technology and Construction Court (KBD)
Judge: Mr Roger ter Haar KC, sitting as a Deputy High Court Judge
Hearing Date: 28 and 29 April 2026
Judgment Date: 21 May 2026
Case No: HT-2025-000136

The landlords sought summary judgment for unpaid sums under the lease of Voyager House, a residential training school in Brighton. Study Group UK argued that life-critical cladding defects and post-Grenfell legislation frustrated the lease. The surety, DMGT, sought indemnity relief if liable to the landlords (paragraphs 1-6 and 140-145).

Central Legal Test: The issue was whether the cladding defects or later legislation produced a supervening event that made the lease radically different, despite the lease's express repair, insurance and risk-allocation terms and the foreseeability of serious building defects (paragraphs 5-6 and 128-140).
Premises and Lease
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Voyager House contains academic and residential blocks. The claimants were freehold owners, Study Group the tenant and DMGT the surety under the 18 October 2007 lease (paragraphs 3-4).
Debt Claim
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The landlords applied for summary judgment in £9,031,398.47 plus interest, although the unamended Particulars of Claim stated £1,257,077.40 (paragraphs 1 and 141-142).
Frustration Defence
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Study Group said the premises became unsafe and unoccupiable because of cladding defects and that later legislation radically affected its obligations (paragraphs 5-6 and 135-139).
2. Procedural History
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Summary Disposal
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The court treated the frustration defence as turning on established principles and lease construction that could be determined on summary judgment (paragraphs 133 and 140).
Quantum Deferred
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The exact judgment amount awaited determination of the landlords' amendment application and consequential matters (paragraphs 141-142).
3. Defendant's Position
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Study Group said the parties' common commercial purpose had failed because the building could not lawfully or safely be used as a school, and relied alternatively on the Fire Safety Act 2021, Building Safety Act 2022 and amended guidance (paragraphs 132-139).

Common Purpose
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The tenant argued that safe occupation for education was the foundation of the lease and had become impossible.
Legislative Change
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It said post-Grenfell legislation and guidance imposed new remediation consequences that could not have been foreseen (paragraph 135).
4. Claimant's Position
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The landlords said the lease expressly allocated repair and casualty risk to the tenant, serious defects were foreseeable, and later law did not create the need for a fire-safe building.

Risk Allocation
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They relied on the repairing covenant, insurance provisions and lease scheme as covering loss of use and remediation risk (paragraphs 117-130).
No Radical Change
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They said fire-safety remediation was required under existing standards and the later statutes focused attention rather than changing the fundamental obligation.
5. Court's Analysis
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Risk Was Allocated
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The lease terms allocated the relevant risk and contemplated events serious enough to require rebuilding or remediation and interrupt educational use (paragraphs 117-130).
Foreseeability
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The possibility of serious fire-safety defects was sufficiently foreseeable to inform the parties' drafting, preventing frustration from reallocating the agreed risk (paragraphs 128-131).
No Failure of Common Purpose
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The lease was not discharged because its common purpose had not been frustrated in law (paragraph 132).
Legislation Did Not Cause Inability
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The later statutory provisions did not alter the landlord-tenant relationship or cause the inability to use the premises; remediation was already necessary for educational occupation (paragraphs 135-139).
6. Decision and Outcome
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Winner: The Claimants and Landlords (Into Nominee One Limited and Into Nominee Two Limited) succeeded.

Result: The frustration defence failed and the landlords were entitled to summary judgment. The amount remained to be fixed after the amendment application. DMGT accepted corresponding surety liability and its unopposed indemnity claim against Study Group and its holding company (paragraphs 140-145). The First Defendant and Tenant (Study Group UK Limited) did not succeed on this application.

Practical Effect: The lease remained in force despite the cladding defects and loss of occupation. The tenant and surety could not avoid payment through frustration.
Summary Judgment
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Liability was determined for the landlords; quantum awaited consequential directions (paragraphs 140-142).
Surety
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DMGT's liability followed the tenant's, with its indemnity relief unopposed (paragraphs 143-145).
7. Key Legal Principles and Practice Points
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Frustration and Leases
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Frustration applies narrowly and cannot displace an express allocation of the very risk that has materialised.
Foreseeable Risk
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A sufficiently foreseeable event that should inform contractual drafting will ordinarily be treated as covered by the parties' bargain.
Later Legislation
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Regulation that draws attention to or provides remedies for an existing safety requirement is not necessarily a radical supervening change.
Practice Implications
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For Claimants:
On rent or covenant enforcement, map the event relied on to every repair, insurance, casualty and use provision before seeking summary judgment.
For Defendants:
A frustration defence must identify a genuinely supervening radical change not already allocated by the lease. Operational hardship and expensive remediation are insufficient by themselves.
General Practice Points:
Post-Grenfell building-safety consequences do not automatically frustrate a commercial lease. The agreed risk allocation remains the starting point.
Legal Disclaimer
This interactive process flow is provided for educational and professional development purposes only and does not constitute legal advice. The content reflects interpretations and analyses that may not apply to specific circumstances. Contract interpretation depends on specific wording, jurisdiction, and factual context. Always consult qualified legal professionals before making decisions based on this content. SCCSI and its contributors accept no liability for reliance on this material.
This is a module from the Society of Construction Claims Specialists International's Construction Claims and Contracts Certification Programmes.
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