Contracting parties: do you know who you're dealing with?
In the last issue of Disputes Matter we reviewed a case where the Court of Appeal had to ascertain whether an individual or his company was a contracting party. The position is often further complicated, and confusion and mistakes arise, when one of the contracting parties is part of a corporate group.
In Liberty Mercian Ltd v Cuddy Civil Engineering Ltd & Anor, the claimant (Liberty) had negotiated with a construction business known as the Cuddy Group for the construction of a new retail plateau which would, in time, house a supermarket. When it came to drafting the relevant contract, Liberty’s solicitor undertook a Companies House search and identified one of the Cuddy Group’s companies, Cuddy Civil Engineering Limited (CCEL). The solicitor wrote to the Cuddy Group’s representatives requesting that contractual references should be changed from ‘Cuddy Group’ to ‘CCEL’. The representatives did not challenge this; references were altered accordingly, and the contract was completed between Liberty and CCEL. When problems later arose with the construction project and Liberty sought to terminate the contract, it realised that CCEL was a dormant company and the contracting party should have been another Cuddy Group company, Cuddy Demolition and Dismantling Limited (CDDL).
The High Court had to decide who was the correct contracting party and, if there had been a mistake, whether it could be corrected via the contractual construction principle of misnomer (as opposed to via the more exacting requirements of the equitable remedy of rectification)…
If you are registered and logged in to the site, click on the link below to read the rest of the Walker Morris briefing. If not, please register or sign in with your details below.
Sign in or Register to continue reading this article
It's quick, easy and free!
It takes just 5 minutes to register. Answer a few simple questions and once completed you’ll have instant access.Register now
Why register to The Lawyer
In-depth, expert analysis into the stories behind the headlines from our leading team of journalists.
Identify the major players and business opportunities within a particular region through our series of free, special reports.
Receive your pick of The Lawyer's daily and weekly email newsletters, tailored by practice area, region and job function.
More relevant to you
To continue providing the best analysis, insight and news across the legal market we are collecting some information about who you are, what you do and where you work to improve The Lawyer and make it more relevant to you.
News from Walker Morris
News from The Lawyer
Briefings from Walker Morris
Have regulations aimed at protecting assets of local value and importance had a negative impact on the construction and development industries?
Top tips for employers and other contracting parties as judgment requires additional considerations of ‘reasonableness’.
Analysis from The Lawyer
Which firms are cutting it in this era of slimline rosters, and who are the GC new brooms making clean sweeps? The Lawyer can reveal all
The law school war shows no signs of ending. But we have, perhaps, reached the end of the beginning.