Lloyd's Maritime and Commercial Law Quarterly
NO SAVINGS, BANK: HYBRID TRANSACTIONS IN NON-COMMERCIAL SECURED LENDING
Kabir Suri*
Waller-Edwards v One Savings Bank
Waller-Edwards v One Savings Bank Plc
1 has tied up a loose end regarding whether a lender is “put on inquiry” for a non-commercial lending of a “hybrid” nature—that is, where the borrowers seek a loan partly for their joint purposes (the joint loan element) and partly for the benefit of one borrower only (the surety element). The issue for the Supreme Court was what legal test was appropriate to determine whether a lender is put on inquiry as to any undue influence between borrowers in such loans. It was held that any non-commercial hybrid transaction which involves a non-trivial surety element is to be treated as a surety transaction such that a lender is put on inquiry. The Supreme Court’s decision should be generally welcomed, but it breathes new life into old criticisms levelled at this judge-made contractual institution.
Background
Only an abridged version of the facts is necessary for the purposes of this comment.2 In 2011, Ms Waller-Edwards began a relationship with Mr Bishop. Mr Bishop was a property developer and convinced Ms Waller-Edwards to exchange her mortgage-
* Magdalen College, Oxford. I am grateful to Ilse Orson-Jones, Jordan English, Katharine Grevling, Luca Geary, William Cann and the anonymous referee for their helpful feedback on an earlier draft. All errors remain my own.
1. [2025] UKSC 22; [2025] 2 WLR 1263.
2. An in-depth background is provided by other comments on the Court of Appeal's decision: D Capper, “Etridge in Hybrid Surety and Joint Borrowing Cases” [2025] LMCLQ 34; E Rowan, “Economic Abuse, the Bank, and the Devil in the Detail: One Savings Bank Plc v Catherine Waller-Edwards [2024] EWCA Civ 302” (2025) 45 Legal Studies 149; and N Enonchong, “Secured Lending: When is the Lender Put on Inquiry in a ‘Hybrid’ Transaction?” [2025] 2 JIBFL 93.
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