Key Takeaways
- The High Court in Richardson v Robertson [2026] EWHC 2286 (Ch) held that, for deceit claims against an unsecured personal guarantee, the limitation period starts from the date the lender makes a demand, not from when the guarantee is signed.
- If a lender has never made a formal demand on your unsecured personal guarantee, you may still have time to bring a deceit claim, even if several years have passed since signing.
- The strict six-year limitation period for deceit claims on unsecured guarantees starts from the date of demand. Immediate action is critical once you have been notified of a claim or demand.
- Failing to act after discovering potential fraud or misrepresentation can result in losing your legal right to claim if the time limit expires.
- The Richardson decision establishes a clear difference in how limitation periods work for secured versus unsecured guarantees. Check your guarantee’s status before assuming your time to claim has run out.
- If you suspect you were fraudulently induced to sign a guarantee or were misled, it’s vital to seek legal advice urgently and preserve key documents.
- Go Legal can provide specialist advice and has extensive experience in guarantee litigation, fraudulent misrepresentation claims, and limitation defences.
- Prompt action can be the difference between a successful deceit claim and missing your opportunity due to limitation rules.
If you want to understand your position on bringing or defending a personal guarantee or deceit claim, book a free consultation with our expert solicitors.
When Does the Limitation Period Start for Deceit Claims on Unsecured Personal Guarantees?
Many guarantors believe that time starts to run against them the day they sign a personal guarantee. However, in Richardson v Robertson [2026] EWHC 2286 (Ch) (Master Marsh, sitting as a High Court judge), the court held that, for deceit claims involving an unsecured personal guarantee, the limitation period does not begin until a formal demand is made by the creditor.
This distinction is crucial. It means that if you were misled into signing an unsecured guarantee, the six-year limitation period on a deceit claim starts much later than many assume—only when the creditor makes a demand under the guarantee.
Background: What Happened in Richardson v Robertson?
The Transaction and Alleged Fraud
Derek Richardson purchased Moonstone Holdings (the owner of the Wasps rugby club) in 2013. In 2017, following professional advice from a solicitor (“D1”) and a corporate services firm (“D2”), he restructured his holding through a Maltese SICAV, a form of investment structure. As part of this process, Richardson exchanged his shares for “investor shares” with no voting rights. Effective control of Moonstone Holdings was said to pass to a company called Jacaranda, controlled by an employee of D2. Richardson consistently alleged that D1 and D2 repeatedly told him he remained the “ultimate beneficial owner” (UBO), even though they knew this was false.
On 27 September 2017, the solicitor sent Richardson a structure chart showing him at the top as “UBO,” supporting the representation that he remained in control.
The Guarantee
On 29 October 2018, Allied Irish Bank (AIB) agreed to lend further funds to Wasps Holdings, but only if Richardson provided a personal guarantee capped at £2.5 million plus interest and costs. The guarantee was unsecured: clause 4 specifically prohibited Richardson from creating any security interest over his assets without AIB’s consent. Richardson claimed he was induced to sign the guarantee on the basis of the UBO representations.
The Demand
The key event occurred much later: on 3 August 2022, AIB sent Richardson a formal letter of demand for payment under the guarantee. This demand was issued nearly four years after the guarantee was signed.
The Litigation
AIB issued proceedings against Richardson in April 2025 to enforce the personal guarantee. Richardson defended the claim, seeking rescission of the guarantee on the grounds of misrepresentation. In October 2025, Richardson sought the court’s permission to amend his ongoing claim against D1 and D2, adding a new cause of action for deceit. D1 and D2 opposed the amendment, arguing that any deceit claim was statute-barred, as more than six years had passed since the guarantee was executed.
The Limitation Issue: When Did Time Start to Run?
Understanding when time starts to run is central to limitation law. For deceit claims, this point determines whether a claim is allowed or time-barred.
The Legal Framework
- Limitation Act 1980, section 2: Claims for torts (such as deceit) must be brought within six years from when the cause of action accrued.
- Section 32(1)(a): If the claim arises from fraud, the limitation period does not begin until the claimant discovered the fraud, or could have discovered it with reasonable diligence.
- The general rule: in tort, a cause of action accrues when material damage is suffered.
Defendants’ Arguments
D1 and D2 argued that Richardson suffered damage as soon as he signed the guarantee on 29 October 2018, as this created a contingent liability. Since the claim was pleaded more than six years after that date, they argued it was out of time. Even if section 32 (fraud postponement) applied, they claimed Richardson would have become aware of any fraud earlier than 2022, so limitation had expired.
Richardson’s Position
Richardson pointed out that the guarantee was unsecured. He had parted with no property, granted no security, and suffered no measurable loss at the point of signing. Liability was contingent—he only became liable to pay when AIB made its demand on 3 August 2022.
The Key Issue
When does a guarantor under an unsecured personal guarantee suffer “damage” for the purpose of the six-year limitation period in a deceit claim?
The Court’s Decision: Damage Is Suffered When Demand Is Made
Master Marsh, sitting as a High Court judge, ruled in Richardson’s favour. The judgment found that this precise limitation question—when damage is suffered in deceit claims for unsecured guarantees—had never been conclusively decided by any prior court. After analysis, the court set out the following reasoning:
Key Findings and Reasoning
- Secured Guarantees: Where a guarantee is secured, the guarantor’s property or assets become encumbered on execution, resulting in immediate and measurable loss. Time therefore starts to run from the date of signing.
- Unsecured Guarantees (as here): The guarantor surrenders no property interest and suffers no immediate loss upon signature. Liability is purely contingent. Loss arises only if and when a demand is made by the creditor.
Clause 4 of Richardson’s guarantee expressly barred him from granting security, confirming that it was truly unsecured. Until AIB made a demand, Richardson had “lost nothing”; there was no risk or exposure to loss, and nothing that could trigger a limitation period.
The Outcome
The judge held that the cause of action in deceit accrued only on 3 August 2022—the date on which the lender issued a demand for the guaranteed sum. Six years from that demand date would expire in August 2028. Since Richardson had applied to amend his claim within this window, there was no arguable limitation defence, and the court granted him permission to amend.
Why the Richardson Decision Matters
The High Court’s decision in Richardson v Robertson has wide implications beyond the facts of the case. It affects anyone who has (or is facing) an unsecured personal guarantee and those who advise on, enforce, or challenge these documents.
5.1 Protection for Guarantors Deceived Into Signing
This case significantly extends the window for bringing fraud claims where the guarantee is unsecured. It prevents the limitation bar from arising before the guarantor even knows about the fraud. The decision aligns limitation practice with economic reality: a guarantor who has lost nothing cannot have a complete cause of action for a loss-based tort until real loss occurs.
5.2 Implications for Professional Negligence Claims
The judgment is directly relevant to claims against solicitors, accountants, and financial advisers who recommended or advised clients to give unsecured guarantees. It confirms the limitation clock does not start ticking at the point of advice or signature, but at the later date of demand. This has notable consequences where loans are not drawn down or called in for years, or where enforcement is delayed. Advisers and insurers need to be aware that limitation periods can begin much later than previously assumed.
5.3 Contrast: Secured Guarantees and Other Security
Richardson establishes a clear legal distinction. Where a guarantee is secured with a charge over assets, limitation time starts at execution. Where the guarantee is unsecured, the limitation period starts at demand, because the economic loss or risk is purely contingent until then. This principle may also apply to other forms of contingent liabilities, such as indemnities or bonds, but each case must be assessed on its own facts and terms.
5.4 Fraud Concealment and Discoverability (Section 32 Limitation Act 1980)
Although the court determined the limitation question by considering when loss occurs, section 32 of the Limitation Act 1980 would also postpone limitation if the claimant did not, and could not with reasonable diligence, discover the fraud earlier. This means that claimants in fraud or deceit cases regarding guarantees may have two possible routes around a limitation defence: (1) no damage until demand; or (2) time postponed under section 32 due to fraud or concealment.
5.5 Amendments and Litigation Procedure
The Richardson case was a procedural application to amend a claim. To defeat a late amendment on limitation grounds, the defendant must show that the claim is clearly out of time. Because the judge found damage only occurred at demand, the defence evaporated.
What Should You Do If You Gave a Personal Guarantee and Suspect Fraud or Negligent Advice?
If you provided a guarantee—especially one that turned out to be unsecured—and now have concerns about the advice you received or believe you were misled, Richardson v Robertson may mean your claim is still live. Take the following practical steps to preserve your position:
- Gather Documents: Assemble all versions of your guarantee, correspondence, advice from professionals, structure charts, and any lender documents or demands.
- Check Guarantee Terms: Identify if your guarantee was secured or unsecured. Look for clauses that prohibit you from granting security or references to subordination of rights.
- Assess When You Suffered Loss: The trigger is usually when a demand was made, not when the guarantee was signed.
- Take Urgent Legal Advice: Consult a solicitor for analysis on limitation, your claim’s merits, and the right approach to a possible claim for deceit, misrepresentation, breach of contract, or professional negligence.
How Our Solicitors at Go Legal Can Help
Our litigation specialists act for directors, shareholders, investors, and guarantors involved in high-value commercial disputes concerning guarantees, misrepresentation, and limitation defences. We provide:
- Deep expertise in deceit and fraudulent misrepresentation claims, with up-to-date analysis of cases like Richardson v Robertson.
- Guidance on professional negligence claims against solicitors, accountants, and financial advisers over guarantees, investments, or complex corporate restructurings.
- Support for rescission of guarantees obtained through misrepresentation, undue influence, or non-disclosure.
- Robust defence against guarantee enforcement by banks and creditors, using arguments over limitation or fraudulent inducement.
- Advice on limitation disputes under the Limitation Act 1980, including sections 2, 14A, and 32.
- Representation in related areas such as director and shareholder disputes, insolvency, and banking or finance litigation.
- Fee flexibility, including fixed-fee packages and, where eligible, conditional fee agreements (no-win-no-fee).
- Free, no-obligation initial consultations and 24/7 contact at our London office.
If you are facing a dispute on a personal guarantee, a time-sensitive litigation deadline, or wish to understand your rights following suspected fraud, our lawyers can deliver clear, practical advice tailored to your circumstances.
Frequently Asked Questions
When does the limitation period start if I was misled into signing an unsecured personal guarantee?
For a deceit claim arising from an unsecured personal guarantee, the limitation period starts when the lender makes a formal demand for payment, not the date of signature.
What is the difference between a contract claim and a deceit claim over a guarantee?
A contract claim’s limitation period typically starts at breach or signing. For a deceit claim, limitation starts on the date you first suffer actual loss, which is often when a demand is made under an unsecured guarantee.
Can I still bring a claim if I only discovered the fraud after six years but received a demand recently?
If your guarantee was unsecured and no demand was made until recently, the limitation period may only have just started. Section 32 of the Limitation Act 1980 may further extend time if you could not have reasonably discovered the fraud earlier.
What is the fraud and concealment rule under limitation law for guarantees?
Section 32 of the Limitation Act 1980 postpones the start of time limits for claims based on fraud or deliberate concealment until you discover, or could with reasonable diligence have discovered, the fraud.
What should I check in a guarantee document before assuming the time to claim has run out?
Check if your guarantee is secured (is there a charge over assets?) or unsecured. Look for clauses restricting your ability to grant security and confirm when a demand was first received.
Does it matter if my guarantee was executed as a deed or simple contract for limitation purposes?
For deceit claims, the crucial issue is when you suffered damage. For an unsecured personal guarantee, this will be the date of demand, regardless of whether the document is a deed or not.
What evidence should I preserve when alleging deceit or negligent advice on a guarantee?
Keep your signed guarantee, all advice correspondence, board minutes, structure charts, and any lender demands you received.
Can limitation rules be extended if I was unaware of the fraud at the time?
Section 32 of the Limitation Act 1980 may postpone the start of the limitation period if the fraud could not have been reasonably discovered earlier. Once aware, act quickly to avoid missing your opportunity.
What steps should a director take after receiving a demand on a disputed guarantee?
Assemble all relevant paperwork, check whether the guarantee was secured or unsecured, and promptly consult a solicitor who can advise on the limitation period and the claim’s prospects.
Is it necessary to have a solicitor to challenge guarantee enforcement for fraud or misrepresentation?
Given the complexity of limitation rules and the risk to your financial position, getting advice from a specialist litigation solicitor is strongly recommended.
Richardson v Robertson and Limitation on Deceit Claims
The ruling in Richardson v Robertson [2026] EWHC 2286 (Ch) confirms that, where an unsecured personal guarantee is fraudulently procured, the legal clock for a deceit claim starts on the date of demand—not when the guarantee was signed. This protects guarantors from being time-barred before they have even suffered economic loss or become aware of the fraud. The decision has major practical impact for anyone facing or seeking to challenge personal guarantee enforcement, or considering professional negligence claims related to guarantees.
Key points:
- Time to bring deceit claims on unsecured guarantees starts with demand, not signature.
- Those deceived into signing may have a wider window to act.
- Two routes can postpone time: absence of loss until demand, and fraud concealment under section 32.
- Professional negligence claims and late amendments now have broader potential.
If you suspect you have been misled into signing an unsecured personal guarantee, or want advice on challenging enforcement or defending a limitation argument, act promptly. Each case is fact-specific and delay can still lose rights.
For tailored commercial litigation advice, including on personal guarantees and limitation periods, book a free consultation with our expert solicitors today.
