Lenders vs Borrowers: Who Gets to Sell the Property? Key Guidance from Fairmont v Venus Bridging
In the commercial property world, disputes over who controls the sale of a mortgaged asset can be high-stakes. A recent High Court decision in Fairmont Property Developers UK v Venus Bridging Ltd & Others [2025] has provided valuable clarity for both lenders and borrowers on the limits of intervention under section 91 of the Law of Property Act 1925.
The Issue: Control of the Sale
Following mortgage arrears, the lender appointed receivers to market and sell a commercial property. The borrower objected, claiming the proposed sale would be at an undervalue and sought an order under section 91 to take over the sale for 180 days and relaunch marketing efforts.
In short: the borrower wanted the court to stop the lender’s sale and hand over conduct of the sale process.
The Outcome: Court Backs the Lender
The High Court dismissed the borrower’s application, confirming:
- The bar for intervention is high: Section 91 orders should only be granted in exceptional circumstances – especially in commercial settings.
- The lender’s rights prevail: Where a borrower has defaulted, the mortgagee is entitled to realise its security without unnecessary judicial interference.
- Shortfall isn’t enough: The court will not step in simply because a borrower might be left with a debt after the sale. There must be real, provable unfairness.
- Delaying a sale is risky: Granting the borrower conduct of the sale could jeopardise a ready and viable transaction.
Why It Matters
This case reinforces the principle that lenders can rely on their security rights, and courts will only intervene in rare circumstances. It also serves as a warning to borrowers: objections to a sale must be backed by strong evidence, particularly where receivers have already followed a marketing process.
Acting for Lenders and Borrowers
At Hodge Jones & Allen, our Property Disputes team has extensive experience acting for both lenders and borrowers in contested enforcement and sale disputes. Whether you are seeking to enforce your rights as a mortgagee or protect your position as a borrower, we can advise you on the strategic and legal options available – including section 91 applications and injunctions.
Get in touch with our Property Disputes team if you’re involved in – or anticipating – a dispute over control of a property sale. We understand the commercial realities on both sides and can help you navigate the process efficiently and effectively.
To speak to one of our legal experts, call 0330 822 3451 or request a callback.