Nightmare fuel for lawyers on, coincidentally, Friday 13th.
A client of Simpson Thacher must unwind its merger after the US law firm's London office missed a deadline to appeal a ruling by the UK's Competition and Markets Authority.
US catering business Aramark acquired rival supplier Entier in early 2025, but the deal was blocked this January by the CMA. It found that the combination had created a company too dominant in the UK market for servicing offshore facilities like tankers and oil rigs.
Aramark decided to appeal under a tribunal rule which requires a party to file its notice “within four weeks of the date on which the applicant was notified of the disputed decision, or the date of publication of the decision, whichever is the earlier”.
On Friday 13th February, four weeks and one day after the CMA issued its decision, CMA Assistant Director Matthew Weighill emailed Shoosmiths, who were also acting for Aramark, to note that the “deadline has now passed” for the appeal application.
Simpson Thacher partner Antonio Bavasso spoke to Weighill and explained that, in “our view”, they were still within the time limit. Bavasso then asked a Litigation Director at the CMA, 'Mr Barnett', “if he would consider not pursuing the point further”. Barnett said he would “consider the matter internally and revert”.
When Simpson Thacher lodged its application for Aramark at midday, the Tribunal Registry rejected it on the basis that the time limit “expired at 5pm on Thursday, 12 February 2026”.
Working through the weekend in what ROF speculates was a heightened state of sweaty-palmed panic, Simpson Thacher filed an application on Sunday contending that, “on a correct interpretation of the Tribunal Rules, the notice had been filed timeously”; and that, if that was wrong, it applied for an extension of time.
Aramark simultaneously instructed Latham & Watkins to produce a submission in support of Simpson Thacher’s application, which it also filed on Sunday.
At a hearing to assess whether an extension of time should be granted, Aramark’s barrister Ronit Kreisberger told the Competition Appeal Tribunal that it accepted that the application had been out of time. She said “minds were applied” to the rule at Simpson Thacher, but there was “an unfortunate linguistic confusion”.
The solicitors interpreted the rule as meaning that the day on which the decision was published, ie Thursday January 2026, “should not be counted at all”, she explained.
Kreisberger said Simpson Thacher had intended to file the notice on Thursday, which, on their interpretation, gave them a day's leeway. The solicitors were stymied because “people were commenting, their clients in the States, there’s time difference, and different people were commenting on the document”, she said.
Kreisberger argued that if the extension was not granted, Aramark would suffer “extreme” and “irreversible consequences” with “no possibility of redress against the forced unwinding" of the merger.
Aramark also submitted that it shouldn’t be punished for Simpson Thacher’s mistake where “The error was the solicitor’s alone”.
Rejecting the application, tribunal chair James Wolffe KC said in his judgment that Aramark did have some responsibility for the delay, because Simpson Thacher had to wait “to accommodate comments made by [Aramark's] US management” which were “given to its solicitors only after 2pm on the very day which the internal administration plan had identified as the filing date”.
Wolffe said, “I take fully into account the substantial prejudice which Aramark sustains by reason of losing the opportunity to obtain a review of the Decision, and that the underlying reason why this has happened is an error by its solicitor in computing the time limits”.
But he said that “I do not consider that these are exceptional circumstances which justify an extension to the statutory time limit”.
Wolffe also suggested suing Simpson Thacher, noting that “I am not convinced that a professional negligence action against Aramark’s solicitors would be an inadequate remedy”.
Aramark said in a statement, “We are very disappointed with the decision of the Competition Appeal Tribunal and are reviewing our options, including an appeal”.
Comments
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There should always be an extension in these circumstances and to deny it is an offence to justice. Courts and regulators need to move away from deadline culture.
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Though it does not absolve STB, how often do we see clients (and/ or senior lawyers) wait until the last possible minute to provide comments on things. Comments which then end up getting turned by juniors at breakneck speed for no reason. I'm honestly surprised there are not more phuck ups like this.
Just because a deadline is there does not mean you have to take every second available.
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Here's an idea. Next time, don't instruct a US law firm to do English contentious work.
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“...[Time] limits, as their name implies, are limits of time, and not targets to be aimed at”. Jones v 3M Healthcare LTD, EAT, 11 March 1999.
But they are in good company. I have defended leading city firms on claims from similar examples of erroneous computation of time limits in matters of equal magnitude.
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I've never understood the practice of leaving it to the final day before serving a notice. When I did leasehold enfranchisement work, the lawyers for some of the London landed estates would file counter-notices, etc. on the final day of the time limit. I always wondered if they ever slipped up through, for example, a fee earner going sick, or worse. Why not leave a day in hand for emergencies?
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I've never understood the practice of leaving it to the final day before serving a notice. When I did leasehold enfranchisement work, the lawyers for some of the London landed estates would file counter-notices, etc. on the final day of the time limit. I always wondered if they ever slipped up through, for example, a fee earner going sick, or worse. Why not leave a day in hand for emergencies?
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“Aramark also submitted that it shouldn’t be punished for Simpson Thacher’s mistake where “The error was the solicitor’s alone”.” Oof, nothing worse than a client that throws you under the bus
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It's such a load of pantomime bullshit.
Ha ha! You didn't fill out form 13(b) in triplicate, your entire case is thrown out!
Sure it's a day late, but so fucking what? Fair enough if it's a month out of time, but a system that bins whole cases for slipping an arbitrary deadline with no harm being done to anyone is an absurd laughing stock.
Oh no! Your forms don't comply with the filing requirements in rule 145(3)(ii) you have to go back to square three!
Then everyone goes home to scratch their heads, read the Guardian and wonder why fuck all gets done in the UK.
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If you make an exception it inevitably leads to further erosion of the purpose and effect of the deadline. It may seem harsh but all parties were well aware of the requirements.
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In circumstances such as this, it is vitally important that procedural rules are applied rigidly, inflexibly and with no regard for any real-life consequences. An idea has grown up amongst litigants that the purpose of the legal system is to promote justice and fairness. Such ideas are embarrassingly out-dated and must be squashed, firmly.
Access to justice, particularly before the CMA, is a privilege and a luxury which has already been successfully restricted to all but those with the very deepest pockets. Those lucky few who remain must be made to understood that anything other that absolute compliance will result in their privileges being withdrawn.
This may seem unduly harsh, or an over-reaction, but only if one begins from the misguided assumption that the law is intended to serve some higher purpose.
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"Antonio Bavasso is Global Co-Chair of the Firm's Antitrust and Trade Regulation Practice and leads the Firm’s European antitrust and foreign investment group." But didn't understand what "deadline" meant?
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I remember my first day as a trainee many years ago in a London firm. I arrived, went to an induction and got to my new desk about 11 am. There were a pile of 42 “Form 395s” which are key forms that had to be filed within 21 days of their signing, to protect and give priority to our clients security interests. Our clients were a bank that had lent money to a company. I had no idea what the forms were for, who our clients were and what this was all about. A post it note on top of the bundle had scribbled on it “must be filed by [insert the date I arrived]” Filed where ? I had no idea. What does filed even mean? It amazes me looking back that this sort of thing is left to the last day, and often gets passed to the most junior lawyers. There was no one around to help who had involvement in the file, and those who were not, waved the newbie asking for guidance away. Maybe it’s different now….
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Goes right back to high school and university - why complete the assignment for which you've had 3 weeks late on the final evening? #BadHabits #I'veHadaFew
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Not a litigator or someone who deals with tribunals and these sorts of filings, but I don't understand why tribunal notices or decisions don't just set out the deadline for appeal as a specific date and time. Then there is no room for confusion over whether "within X days" includes or excludes the first date, the last date, etc.
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Good ruling.
Aramark switched from Shoosmiths to the big boys at STB when their merger got stopped for dominating a particular market (North Sea catering). They had to then find a buyer for Entier
STB would have advised them that CAT appeals almost never succeed, but filing the appeal in time buys them a bit more time to negotiate behind the scenes.
So fundamentally they were wasting the court's name by even appealing. Ok, that's their right, but by failing to work out that a week from Thursday is also Thursday, they only have STB to blame.
Next step is for STB to pay all their bills.
Outcome is unchanged - Entier gets sold, just maybe someone gets a better deal on the asking price, and STB has to pay the difference for their inability to count to 7.
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A time limit is a time limit, so it is tough.
There might be an argument on appeal - not on the substance, but on prejudice, as although there are clear losses (the unwinding of the merger), what will be hard to predict is whether their review might have stood a chance of success had it been filed in time. It's a loss of a chance claim which is always difficult on quantum, which might mean that a prof neg claim might not solve the true prejudice.
Time limits would also be easier if the Rules and orders made by the Courts and Tribunals were consistent in terms of how they are drafted and how time is counted. It is always a pain to work out whether are you counting from the date, or after the date, does it have to be filed by a date, or before a date or a period, is it days, working days, or clear days etc.
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As Sir Julian Flaux C observed in Ideal Shopping Direct, at [155]:
41 “… where a claimant leaves the filing of claim forms until the last day for service … it courts disaster and has a limited claim on the indulgence of the court. This is all the more so where the failure … was due to a mistake on the part of the claimant’s solicitor as in this case.”
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story about Form 395s reminds me of a law school lecturer on debt finance who said "if you take just one thing away from these lectures it's NEVER FORGET TO FILE A FORM 395"
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This is literally the most basic of lawyering
Get through deadlines right
Limitation, filing deadlines etc etc
Not complicated
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Non compliance with time limits, and with that the frequently inevitable applications to adjourn and/or extend, are one of the most unattractive features of uk procedural law, and one of the reasons it is expensive. The usa has got it right here: a time limit is just that- a limit, not a target - and non compliance means you’re out of time. No discretion. No extensions. No appeals. It makes life clear and simple for everyone involved- lawyers, participants, and tribunals. And the deadlines come at you hard and fast, where the concept of almost automatic more time over the summer because people are on holiday approaches laughable.
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Isn't the fact that there is a remedy through a negligence claim against STB a complete answer to this?
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> Isn't the fact that there is a remedy through a negligence claim against STB a complete answer to this?
Yes,
"for the reasons I have explained at paragraph 107, I am not convinced that a professional negligence action against Aramark’s solicitors would be an inadequate remedy for the loss of the opportunity to challenge the Decision"
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@9:02 - the ruling suggests that STB did just that and built a day in hand into their case timetable (in which case, no one would've cared or even known about the mistake) but their client was later than requested for unstated reasons.
Looking at the ruling itself, while I don't think that the inexplicable last minute delay is what struck the fatal blow for Aramack, it really didn't help them at all.
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Didn't Latham cock up the litigation here? So isn't STB getting the sharp end of the stick a bit. All petty and pedantic pathetic nonsense. Someone give the CMA a tampon.
Looked up this Antonio guy - I love the thick peaks on the suit, but there's a lot of bunching on the shoulders, and the padding the tailors have put in is rippling badly - you need to go back in and get the sleeve heads adjusting and the padding fixed. You rarely get this at Anderson or Huntsman, I wonder if he went to a cheap tailor back in Italy. If you're heading a team at a decent firm, you should get that right.
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I left out in my previous comment re the suit. Zegna Su Misura. It's not bespoke. It's MTM, BUT...if you want something relatively quick and easy, it's a good go-to. You aren't going to get those beautiful thick lapels, but the shoulders always look great, the cut is a bit basic, but still sharp. I have one in Trofeo 600 and one in 15 milmil 15, and i prefer the Trofeo for the silk content and it creases less. Get a couple done up and then compare it to shady shoulders.
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Zero sympathy for either the law firm or client. The client should not be nit-picking the docs at 2 pm the day they are due to be filed. That’s what the client pays the law firm to do. Mugs.
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Who’s Barnett (is the one named on the .gov CMA structure website)?
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Wildoats 14 March 26 02:27 I thought the same. ROF proofreading is clearly of the same calibre as STBs calendar reading skills. Barnett popped up without any explanation.
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"I am not convinced that a professional negligence action against Aramark’s solicitors would be an inadequate remedy" - love the clarity of language there