High Court implies contractual duty on lender to act in good faith when considering a borrower’s request to grant security and dispose of assets

Our Banking and finance team discuss the recent High Court decision in Macdonald Hotels Ltd v Bank of Scotland plc [2025] EWHC 32 (Comm). Parties should beware of adding consent carve outs to restrictive undertakings after the Court implied a Braganza duty on a lender (to exercise a contractual discretion rationally, reasonably and in good faith, and not arbitrarily or capriciously) when considering a borrower’s request to grant security and dispose of assets. You can read the full article HERE.