“That’s against my human rights” – perhaps not in the case of ground (g) Landlord and Tenant Act 1954

An order opposing renewal of a business lease under ground (g) of the Landlord and Tenant Act 1954 (landlord’s intention to occupy the demise for its own business purposes) did not breach of the Article 1 “right to property” in the European Convention of Human Rights (‘A1 P1’). This was recently decided by the High Court on the facts of MVL Properties (2017) Ltd v The Leadmill Ltd [2025] EWHC 349 (Ch).

Whilst the Court found that goodwill is capable of being “property” for the purposes of A1 P1, on the facts of the case, the tenant was not able to demonstrate such goodwill and, in any event, the landlord had established the statutory test for opposing renewal, such an opposition not being an interference contrary to A1 P1.

The case provides what we understand to be the first reported human rights-based challenge to an opposed business lease renewal.

Opposed Lease Renewal of an Iconic Sheffield Music Venue

The case concerned the famous Leadmill venue in Sheffield, which has been operated as a live music venue since around 1982. The Leadmill held a lease of the building from 2003 which was within the security of tenure provisions of the 1954 Act.

In March 2022 the landlord served a ‘hostile’ notice under section 25 of the 1954 Act, citing ground (g) as its ground of opposition.

Ground (g) permits a landlord to oppose renewal where the landlord “intends to occupy the holding for the purposes, or partly for the purposes, of a business to be carried on by him therein, or as his residence”.

The tenant issued proceedings and the Court ordered the trial of the preliminary issue of whether the landlord had satisfied ground (g).

The landlord provided evidence that it intended to carry on the same type of business at the premises, notably a music and entertainment venue under the “Electric” brand.

The tenant raised two challenges to the landlord’s evidence on ground (g), each of which were dismissed summarily by the judge:

1.  the length of the landlord’s refurbishment programme – the tenant alleged that, due to the duration of the works, there would be a break in continuity of trading and the landlord could not show an intention to carry on the business ‘on the termination of the tenancy’; and
    
2. that the landlord could not fund the refurbishment works – pointing to the liabilities shown in the landlord’s last accounts.

The tenant also sought to argue that, on the basis that the landlord intended to carry on “essentially the same business”, whatever the landlord established on the evidence, the Court was prevented from making an order for possession. The Court would be compelled to grant the tenant a new tenancy on the basis that: firstly, the landlord’s business would be unlawful as it would constitute “passing off” (i.e. an infringement of the tenant’s trademarks) and secondly, the order would be incompatible with the tenant’s human rights (i.e. the A1 P1 argument).

The first “passing off” argument was dismissed summarily, but the Court considered the A1 P1 argument in detail.

The Human Rights Challenge

The tenant sought to argue that by virtue of section 3(1) of the Human Rights Act 1998 section 30(1)(g) of the 1954 Act must be read and given effect in a way which is compatible with Convention rights, This meant that it must be read as not applying to a case where the landlord intends to carry on "essentially the same business" as that which the tenant has been carrying on at the premises, since that would have the result of appropriating for himself the tenant's goodwill that had become attached to the premises in contravention of the tenant's A1 P1 rights.

A1 P1 provides as follows:

“Every natural or legal person is entitled to the peaceful enjoyment of his possessions. No one shall be deprived of his possessions except in the public interest and subject to the conditions provided for by law and by the general principles of international law.

The preceding provisions shall not, however, in any way impair the right of the State to enforce such laws as it deems necessary to control the use of property in accordance with the general interest or to secure payment of taxes or other contributions or penalties”

On the facts, Mr Justice Norris found against the tenant holding that:

1. In principle, goodwill can be a “possession” within A1 P1 as in certain circumstances it could be an asset with a monetary value. However, the tenant did not adequately explain where its goodwill valuation had come from: it had provided only a schedule of predicted earnings based on a fixed rent and the judge rejected the assertion in evidence that “the Leadmill name” and “the building” were “indivisible”. The court could not identify or value what the tenant alleged to be “the adherent goodwill”.
    
2. Even if there was some notional goodwill, the tenant would not be unlawfully “deprived” of it because it only ever had a contingent right to renewal under the 1954 Act (i.e., its right of renewal under the 1954 Act was always subject to the landlord’s ability to oppose renewal on one of the section30(1) grounds) in the 1954 Act. The landlord had established that the relevant contingency had occurred, notably it did indeed want the premises back and met the ground (g) test.
    
3. Even if the court was wrong in that view and “deprivation” or “interference” had happened, it happened in the public interest and as provided for by law.

The CMS Real Estate Disputes team regularly acts for both landlords and tenants in connection with opposed and unopposed business lease renewals. As was clearly restated by Justice Norris in the judgment, the burden of proof in an opposed renewal is firmly on the landlord. It is for the tenant to raise challenges for the landlord to answer and tenants are always looking for novel arguments to challenge a landlord’s evidence. In this case, the arguments unusually strayed into the areas of intellectual property and human rights.

Whilst the decision contains an interesting examination of the concept of goodwill as “property” and the applicability of A1 P1 in the context of an opposed renewal under ground (g), it appears unlikely that an argument of this kind would gain real traction in opposed renewals, due to the fact that the “interference” is provided for by the law/in the public interest and therefore within the limits of A1 P1.