Abraaj Investment Management Limited (in liquidation) & Ors v KES Power Ltd & Ors
16 Jan 2026
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The Commercial Court (Foxton LJ) has today handed down a substantial judgment following the trial of various claims related to the assignment of a valuable debt owed by KES Power Ltd (“KESP”) to Abraaj Investment Management Limited (“AIML”).
The Third Defendant (“Mashreq”) was formerly a major lender to the Abraaj Group which, prior to its liquidation, had assets of US$14 billion under management. Mashreq and the receivers appointed by it (the Fourth and Fifth Defendants) alleged that the disputed debt had been assigned to Mashreq in July 2017 by Abraaj Holdings (“AH”), another entity within the Group, as security for the extension of a substantial loan by Mashreq to AH guaranteed by AIML.
The Claimants disputed the validity of the assignment to Mashreq on the basis that the debt was owed to AIML (rather than AH) such that AH did not have title to assign it. The Claimants alleged that the debt was instead due to the Second Claimant (“Sage”), a private equity firm, as assignee or transferee of AIML, or alternatively, to the Third Claimant (“KPHL”) as assignee or transferee of Sage.
The Court upheld Mashreq’s claim to the assigned debt in the sum of US$37,030,000, finding that the Claimants were estopped by convention and/or by acquiescence from contending that the assignment to Mashreq had been ineffective. In particular, where the same senior executives within the Abraaj Group were acting on behalf of both AH and AIML in the context of the transaction, the common assumption that the assignment to Mashreq had been effective was attributed to all of the Abraaj Group directors, and it was not seriously arguable that Mashreq did not rely upon that common assumption. In reaching that conclusion, Foxton LJ also considered a decision of the Court of Appeal in Rivertrade Ltd v. EMG Finance Ltd [2015] EWCA Civ 1285 which applied the doctrine in a similar context.
The judgment also provides useful guidance on the principles which apply to implied assignments, the enduring relevance of the doctrine of consideration in commercial contexts and the scope for the principle of acknowledgment to form the basis of a money had and received claim.
Robert Weekes KC, Timothy Lau and Madelaine Clifford acted for the successful Third to Fifth Defendants at trial, instructed by Barnaby Stueck and Annabel Treadgold at Jones Day.
The judgment can be found here.
