Executive Summary
- Finastra International Ltd claims CRDB Bank PLC breached a 2017 software licence agreement by enabling indirect access to its core banking software, FusionBanking Essence (FBE), via local agents ("Wakalas") using a single access point (TMS).
- The claim alleges multiplexing breaches, exceeding the 2,000 Concurrent User licence limit, with estimated losses of US$23 million related to Wakalas’ use of the FH App.
- A proposed amendment to add claims related to a new system, New Agency Banking System (NABS), piloted since May 2022 and replacing TMS in June 2024, with an additional estimated loss of US$4.9 million, was refused due to lateness and prejudice to CRDB.
- Trial scheduled for April 2025; key issues include contractual interpretation, estoppel, rectification, and quantum of concurrent usage.
Sanctions Highlights
- — No sanctions implications identified in the case.
Emerging Risks
- Potential for increased litigation complexity if new technology systems (NABS) are introduced late in proceedings.
- Risk of trial adjournment and prejudice to defendants if amendments are allowed late.
- Challenges in accurately quantifying concurrent user breaches due to technical complexities and assumptions in expert evidence.
- Possible future disputes over interpretation of software licence terms in banking IT environments.
Geopolitical Impact
- The case involves a UK-based software provider (Finastra) and a Tanzanian bank (CRDB), with legal proceedings in England and Wales.
- Reflects UK jurisdiction’s role in adjudicating international commercial disputes involving African financial institutions.
- Highlights UK-US legal firms’ involvement (Pinsent Masons LLP and Dentons UK and Middle East LLP), underscoring transatlantic legal cooperation in commercial litigation.
Economic Intelligence
- The claim centers on a significant financial loss estimate of approximately US$23 million, plus a further US$4.9 million related to new software systems.
- Demonstrates the economic stakes of software licensing compliance in emerging markets’ banking sectors.
- Wakalas, numbering over 34,000 as of 2023, represent a critical distribution channel for banking services in Tanzania, impacting financial inclusion and transaction volumes.
- The case underscores the economic impact of IT system architecture choices (single access points vs. multiple concurrent users) on licensing costs and revenue.
Strategic Recommendations
- For software licensors: Ensure clear contractual definitions of concurrent user licences and explicit prohibitions on multiplexing to avoid costly disputes.
- For financial institutions: Maintain transparent communication with software providers about IT system changes and pilot programs to mitigate litigation risks.
- For legal teams: Monitor emerging banking IT solutions closely and prepare for complex technical evidence in licence breach claims.
- For investors and stakeholders: Assess risks related to software licence compliance in banking technology deployments, especially in emerging markets.
- For courts and policymakers: Consider guidance on handling late amendments involving evolving technology to balance fairness and trial efficiency.
---
**Source Notes:**
*Sanctions Intelligence Digest*
[https://empyreanprotocol.com/litigation/view/www.bailii.org/ew/cases/EWHC/Comm/2025/509.html](https://empyreanprotocol.com/litigation/view/www.bailii.org/ew/cases/EWHC/Comm/2025/509.html)