Corporate Blawg has discovered that the vast majority of his hits are new visitors, and through the techno-wizardry of Typepad, Corporate Blawg can find out the search words used in google that have led his visitors to this site, bringing them to this climactic exclamation of corporate happiness.
Accordingly, Corporate Blawg is now less interested in his regular readers (they be few) but more focussed on the occasional reader, who has stumbled here through the forest of gloomy legal discourse to this oasis of self-expression and delight in corporate values. It is therefore herein that Corporate Blawg proclaims that this blog will be frustratingly irregular, but any reader who has not read any historic posts is directed to visit this corporate blog's historic posts, which are not so out of date as to no longer be an epiphany of legal intrigue.
Managing expectations, Corporate Blawg informs the regular reader to expect a weekly update and no more unless the week has been a particularly peaceful one.
Following that unusually direct opener, Corporate Blawg is scraping at the feet of relevance to find a link to this month's case spotlight. Failing which Corporate Blawg has elected to go straight ahead and tickle the toes of this legal goldmine.
The judgement of IFE Fund SA v Goldman Sachs International  EWHC 2887 was handed down on 21 November in this year of our word 2006. IFE Fund brought their action against Goldman Sachs on the grounds of misrepresentation (pursuant to section 2(1) of the Misrep Act 1967), and negligence.
The essence of IFE's complaint is that it was induced to enter into the transaction by information provided by Goldman Sachs, which presented a picture that was in fact misleading....
Nevermind the facts, Goldman Sachs won the case. Their Syndicate Information Memorandum had contained a large number of disclaimers for responsibility. These disclaimers related to non reliance on any information, the fact that the information had not been independently verified, the information was not comprehensive, and that the information has not been updated. Basically the disclaimers were tantamount to Goldman Sachs saying "this information is bollocks - don't blame us if its made of acid and you burn your fingers picking it up". They're not known as "Nice Guys Goldmans" for nothing! In fact, they're not known that at all.
Leaving that lyrical twister behind, these exclusions (and the lack of any other representations made by Goldman Sachs) did for the negligence claim.
Corporate Blawg was also excited by this case in para 65, where it stated that:
A mere declaration by a misrepresentor that he does not accept liability for the consequences which the law attaches to a misrepresentation would by ineffectial and therefore did not need to be covered by the Misrepresentation Act.
Since the question is one of substance not of form, allow the Blawg to elucidate.... If a seller said "Buy my kidney because I've only drunk 3 beers in my life" those statements would be representations and they would still have the character even if the seller added the words "but those statements are not representations on which you can rely" (Cremdean Properties Ltd v Nash  EGLR 80. However if the seller said "buy my kidney because the doctor's says my kidneys are "in perfect working order", but I have no knowledge of whether he is telling the truth or not" the position would be different. The court pointed out that:
the qualifying words could not fairly be regarded as an attempt to exclude liability for false representation arising from the first half of the sentance.
So here the court found that the IFE Fund's Misrepresentation claim was hopeless. (Further investigation by the court found that the claim was further rubbished by the fact that any claim by IFE Fund would be barred by clause 16.4 of the Bondholders' Agreement - a strange foreign beastie)
Stopping for a moment, and turning to camera, as the soft music carresses our ears and makes us think of home... There is a lesson here for lawyers and investors and Corporate Blawg wishes to make sure none of you make the mistake of relying on disclaimed documents (like this blog for instance) nor forgetting the relevant disclaimers when drafting an investment memorandum, due diligence reports, or any other such disclaimed documents.
Further, Corporate Blawg has found out again, as he well knew already, that Goldman Sachs UK in-house lawyers rock! This is a compliment he is sure they have never heard before and are unlikely to hear again on such a trendy medium as the blogosphere. And then, with a gentle sigh, Corporate Blawg disappears up his own ass.