Gold v. Stover

Gold v. Stover

When a grantor of an option commits an anticipatory breach by selling in a manner inconsistent with the option and thereby places performance beyond his power, the option-holder acquires an immediate right to damages without prior tender; the option-holder may sue and recover against the grantor the full damages attributable to the breach, and any apportionment with a third party assignee is a separate account between them; quantum of damages should reflect the value of the restricted option and may be referred for assessment.

Citation
(1920) 60 SCR 623
Parties
Appellant/defendant: R. F. Gold; Respondent/plaintiff: C. C. Stover
Court
Supreme Court of Canada
Jurisdiction
Canada
Judgment Date
21 June 1920
Procedural Posture
Appeal From Appellate Division of the Supreme Court of Alberta / Decision of the Supreme Court of Canada on Appeal
Outcome
Appeal dismissed with costs. Cross-appeal as to quantum dismissed unless either party elects within one month to refer damages to the proper local officer; if reference taken costs consequences as ordered.
Legal Topics
Option to Purchase, Anticipatory Breach of Contract, Measure of Damages, Tender, Assignment of Interest, Caveat
Source Language
English
Contract Property Damages Equity Option to Purchase Anticipatory Breach of Contract Measure of Damages Tender +2 more

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Parties

R. F. Gold

Appellant/defendant

C. C. Stover

Respondent/plaintiff

Procedural Posture

Appeal From Appellate Division of the Supreme Court of Alberta / Decision of the Supreme Court of Canada on Appeal

Legal Issues

  1. 1 Whether an option-holder may claim immediate damages for an anticipatory breach without tendering the option price before expiry
  2. 2 Whether acceptance of the $300 payment or filing a caveat constituted election to keep the contract alive and precluded damages
  3. 3 Whether a purported assignee (Madge) was entitled to share in recovery so as to reduce plaintiff's recoverable damages

Ratio Decidendi

When a grantor of an option commits an anticipatory breach by selling in a manner inconsistent with the option and thereby places performance beyond his power, the option-holder acquires an immediate right to damages without prior tender; the option-holder may sue and recover against the grantor the full damages attributable to the breach, and any apportionment with a third party assignee is a separate account between them; quantum of damages should reflect the value of the restricted option and may be referred for assessment.

Court Disposition

Appeal dismissed with costs. Cross-appeal as to quantum dismissed unless either party elects within one month to refer damages to the proper local officer; if reference taken costs consequences as ordered.

Orders

  • Appeal dismissed with costs to respondent
  • Cross-appeal dismissed unless either party within one month elects a reference to determine damages; if no election cross-appeal dismissed with costs