Liability for misrepresentations made through agents in pre-contract discussions
By Clare Kempkens
The UK Supreme Court has recently ruled in the case of Cramaso LLP (Appellant) v Ogilvie-Grant, Earl of Seafield and Others (Respondents) (Scotland) that where A (an individual) relies upon a misrepresentation made by B and later enters into a contract as agent for C (company), C will be able to rely on the misrepresentation made by B to A, if such a misrepresentation induced C to enter into a contract with B. Crucially, this will be the case even if A was not yet an agent for C at the time that the misrepresentation was actually made.
Cramaso was decided under Scots law, and as such not all of the Supreme Court’s findings are relevant within English jurisdiction. In England and Wales, under the Misrepresentation Act 1967, where a misrepresentation is made in pre-contract negotiations, then even if this misrepresentation was not fraudulent and there was no duty of care owed between the parties, providing that the misrepresentation had the effect of inducing the innocent party into the contract, not only may they elect to set aside the contract but damages may be awarded in respect of any loss. Cramaso extends this liability to any misrepresentation made to an agent for the innocent party even prior to their appointment as such. The decision in this case also clarifies that a party that makes a pre-contract misrepresentation can be held liable even when there is a significant interval of time between the making of the misstatement and the formation of the contract…
Click on the link below to read the rest of the Ince & Co briefing.
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 Ince & Co
News from The Lawyer
Briefings from Ince & Co
Claimants with contractual claims against a Korean ship operator can go through London courts.
A Dutch ship operating company, SBV, brought claims against a Chinese bank, BOC, for payment under two refund guarantees governed by English law.