Attribution and Illegality Again

Abstract

This note examines the UK Supreme Court’s decision in Singularis Holdings Ltd v Daiwa Capital Markets Europe Ltd [2019] UKSC 50, [2019] 3 WLR 997, yet another decision on the difficult intersection between corporate attribution and illegality. Over the last decade this is the third decision to reach the ultimate appellate court in the United Kingdom, and the first after a new approach to illegality was set out in Patel v Mirza [2016] UKSC 42. Singularis confirms that corporate attribution is highly context-dependent. While we might attribute for some purposes, we might not for others. This note examines some of the possible answers to when and why attribution is unavailable and identifies difficulties with these approaches. It suggests an alternative route, borrowing from the approach in contributory negligence.