Intra-Client Privilege Clarified: What the Glencore Ruling Really Means for Corporates

In the ongoing FSMA securities claims brought by shareholders against Glencore Plc and former directors, a disclosure dispute has produced an important clarification on legal advice privilege.

The issue was whether legal advice privilege protects “intra client documents”: internal communications between members of the authorised client group (those charged with seeking and receiving legal advice) and documents they create, where the dominant purpose is to obtain legal advice, even though no lawyer is copied or directly involved.

Glencore sought to withhold such documents. The Claimants argued this went beyond established principle, relying on a narrow reading of Three Rivers (No 5) and contending that privilege is generally confined to lawyer client communications, documents that disclose their substance, or inchoate communications intended for a lawyer.

Mr Justice Picken rejected that restrictive approach. He held that Three Rivers (No 5) was concerned only with documents passing between the client group and those outside it (“non client” documents). It did not decide the position of purely intra client material. On a principled analysis, there was no justification for denying privilege to documents created within the client group for the dominant purpose of seeking legal advice. Such documents are the practical mirror image of lawyers’ working papers, which are undoubtedly privileged. The Court drew support from the Court of Appeal’s decision in Jet2.com.

Key practical takeaways

• Intra client documents (emails identifying issues for advice, preparatory notes, or internal scoping memos) can attract legal advice privilege if the dominant purpose test is met.
• The narrow definition of the “client group” from Three Rivers (No 5) remains unchanged.
• The decision reflects commercial reality: large organisations rarely seek legal advice in a single step.
• Claims to privilege will face greater scrutiny; robust contemporaneous evidence of purpose will be valuable.
• This is a first instance decision and may be appealed.
• In house teams should continue to apply best practices, including careful definition of the client group and early lawyer involvement where possible.

For in house teams and disputes lawyers, the ruling provides helpful clarity and breathing space for the internal preparatory work that precedes formal instructions. It does not, however, remove the need for careful client group definition, rigorous application of the dominant purpose test, or early lawyer involvement where possible.

The case continues to trial in October 2026.

You can see the case here: Aabar Holdings SARL & Others v Glencore Plc & Others [2026] EWHC 877 (Comm).