Cornerstone Telecommunications Infrastructure Ltd v Compton Beauchamp Estates Ltd

This case came from a mast site on farmland. Compton owned the freehold. Vodafone's mast and equipment were already on the site, inside a fenced compound, and Telefonica shared the mast. Cornerstone, a joint venture formed by Vodafone and Telefonica, wanted code rights under the current Electronic Communications Code.

The problem was not mainly about price or technical rollout. It was about who Cornerstone needed to deal with. Cornerstone served notice on Compton alone and asked for an agreement requiring Compton to confer code rights. But the site was already being used by Vodafone, whose apparatus remained lawfully on site under the old code position unless removed through the proper court process.

That made the appeal turn on a practical property question with major commercial consequences: when land is owned by one party but physically used and controlled by another, who can actually confer telecoms rights under the Code?

The answer mattered because the Code does not treat every interested party in the same way. One person may be able to grant rights. Another may only need to be bound by them. If an operator collapses those roles into one notice and one proposed agreement, the whole application can fail before the tribunal ever gets to valuation, terms or rollout needs.

The main issue was whether the Upper Tribunal had jurisdiction to require a freeholder who was not in occupation of land to confer code rights on an operator, at a time when another operator was in occupation of the land.

The court looked closely at the structure of the Code. Paragraph 9 says a code right may only be conferred by an agreement between the occupier of the land and the operator. Paragraph 20 allows an operator to ask the tribunal to impose an agreement where the relevant person does not agree, either to confer a code right or to be otherwise bound by one.

Cornerstone argued for a broader reading that would let a non-occupying freeholder be treated as the relevant person for conferring rights. Compton argued that the Code keeps two separate ideas apart. First, the occupier confers rights. Second, another person with an interest in the land may need to agree to be bound by those rights.

The appeal also raised a practical tension that often appears on telecoms sites. The person easiest to identify from title documents may not be the person physically occupying the compound. The court had to decide whether the Code lets an operator bypass that problem by going straight to the freeholder. It said no.

The Court of Appeal dismissed Cornerstone's appeal. It agreed with the Upper Tribunal that the Code preserves a clear distinction between conferring code rights and agreeing to be bound by code rights already conferred by someone else.

The court said the occupier is the person who can confer code rights under the basic structure of the Code. A non-occupying freeholder cannot be compelled under paragraph 20 to confer fresh rights simply because it owns the land. Paragraph 20 works with paragraph 9, not against it.

The court also accepted the factual basis adopted below that Vodafone was the occupier of the site. On that footing, Compton was not the right party to be compelled to confer the rights Cornerstone wanted. The court noted that Cornerstone could instead have reached agreement with Vodafone as occupier and then sought Compton's agreement to be bound by that arrangement.

The judgment also rejected the idea that the phrase a relevant person in paragraph 20 meant any person with enough title or control to grant the rights sought. The court said that reading did not fit the Code's structure. The relevant person might be the occupier, where the operator wants rights conferred, or another interested person, where the operator wants that person bound by rights already conferred by the occupier.

One of the most useful parts of the judgment is its discussion of occupation. The court stressed that the meaning of occupier is sensitive to context. In general terms, occupation imports an element of physical presence and some element of control over the presence of others. But the exact degree needed depends on the nature of the premises and how they are used.

For telecoms sites, that matters because occupation does not require someone to be standing on the land all the time. A site may be occupied through apparatus, a fenced compound and visits for monitoring, maintenance and repair as needed. Equally, legal ownership or a background right of control does not automatically make someone the occupier.

The court treated the fenced compound as important. On the findings below, the inevitable inference was that Vodafone had possession of the land within the fence and was in fact exercising powers of control over it. That was enough for the appeal.

The court also explained why the Code focuses on the occupier. Historically, telecoms legislation has concentrated on the occupier because that person is usually the one most directly affected by access, works, inspection and installation, and is often the easiest person to identify on the ground.

The judgment discussed examples showing that occupation is not a one-size-fits-all concept. In some legal contexts, physical presence can be intermittent. In others, structures and equipment may matter. For business owners, the practical point is simple: do not rely on labels alone. Look at how the land is actually used.

The court did not decide every possible occupation issue across every part of the wider site. It did not reopen arguments about whether Compton occupied access land or whether Vodafone was not in occupation, because those points had not been properly run below. But the judgment still gives a strong practical message: identify the exact parcel of land and ask who is physically present there, who controls it, and whose use would be immediately affected by the rights sought.

Before serving a paragraph 20 notice or negotiating a new telecoms arrangement, work through the site carefully. This case shows that a notice can fail where the operator asks the wrong person to do the wrong thing.

Start with the physical layout. A fenced mast compound may point strongly to occupation by the operator using it. Then review the documents. Older leases, licences, wayleaves, sharing arrangements and termination notices may explain why apparatus remains lawfully on site even after an original term has ended.

Next, separate the legal roles. One party may be able to confer rights over one area, while another may only need to be bound by those rights. Access strips, service routes and surrounding land may need separate analysis. On some sites, a staged approach may be more reliable than trying to force everything through one notice and one proposed agreement.

This is particularly important on legacy sites. Portfolio structures change. Operators share infrastructure. Original agreements expire. Apparatus stays in place. The party named in old paperwork may not be the party who now occupies the relevant land for Code purposes.

If your business owns land with telecoms equipment on it, this case is a warning against relying on title alone. The freeholder may be commercially central, but not always the person who can confer fresh code rights. If another operator occupies the relevant land, that operator may be the party who must grant the rights, while the freeholder may instead need to agree to be bound.

If your business is an operator or infrastructure manager, the case is a reminder to match the legal route to the facts on the ground. A sensible commercial objective can still fail if the notice is served on the wrong person or seeks the wrong kind of agreement. The tribunal process does not cure a basic mismatch between the rights sought and the party targeted.

This is especially important on older sites where agreements have expired, apparatus remains in place, and portfolio structures have changed. A site may have one party on the title register, another party with apparatus in a fenced compound, and a third party managing the infrastructure. Those roles are not interchangeable under the Code.

If you are buying land, taking over site management or inheriting a telecoms portfolio, this decision is also a due diligence point. Ask who occupies the compound now, not just who signed the original lease. That can affect valuation, risk allocation, notice strategy and the timetable for any renewal or replacement arrangement.

The court did not leave the parties without an answer. It pointed to a practical route forward. Cornerstone and Vodafone could enter into an agreement with Vodafone acting as occupier. Cornerstone could then seek Compton's agreement to be bound by that arrangement. If rights were also needed over land occupied by Compton, those rights could be dealt with separately.

That is a useful commercial lesson for businesses dealing with split-control sites. One agreement may not be enough. You may need a staged structure that reflects the different legal positions of the parties involved. That can feel slower at the start, but it is often quicker than pursuing an application that fails on a threshold jurisdiction point.

For landowners, the case is a reminder to check whether a proposed agreement wrongly asks you to confer rights over land you do not occupy. For operators, it is a reminder to involve the operator in situ where occupation sits with that operator. For buyers and asset managers, it underlines the need for site due diligence before assuming a clean route to renewal or replacement rights.

A common mistake is to assume that the freeholder should always receive the notice because the freeholder owns the land. This case shows that the better starting point is to ask what the operator wants the tribunal to impose. If the operator wants fresh code rights to be conferred, the occupier is central. If the operator already has rights from the occupier and wants another person with an interest in the land to be bound, that is a different step.

The same site can involve more than one legally important party. A fenced compound may be occupied by an operator. Access land or surrounding land may raise separate questions. A freeholder may still need to be involved, but not necessarily as the person conferring the rights over the compound itself.

That is why site plans, legacy documents and evidence of actual use matter so much. The legal route should follow the physical and commercial reality on the ground.