Bank of Scotland v Henry Butcher & Co & Ors [2003] EWCA Civ 67 (13 February 2003)

Bank of Scotland v Henry Butcher & Co & Ors [2003] EWCA Civ 67 (13 February 2003)

The guarantee was given as an integral part of a consultancy agreement entered into by the partnership, making it partnership business under section 5 of the Partnership Act 1890. The guarantee binds HB&Co and the individual partners who signed it. Clause 17 of the guarantee ensures liability of individual signatories regardless of whether all intended parties executed it. The alteration to the guarantee was not prejudicial and thus did not invalidate the guarantee.

Citation
[2003] EWCA Civ 67
Parties
Claimant (respondent): Governor and Company of the Bank of Scotland; Defendant (appellant): Henry Butcher & Co; Defendant (appellant): Colin John Morley; Defendant (appellant): Nicholas Dryden Schofield; Defendant (appellant): Peter John Harriman; Defendant (appellant): Christopher John Cameron Derry
Jurisdiction
England and Wales
Judgment Date
13 February 2003
Procedural Posture
Appeal / Court of Appeal (civil Division) Judgment
Outcome
Appeal dismissed
Legal Topics
Partnership Liability, Guarantees, Agency, Material Alteration of Deeds, Ratification, Escrow, Joint and Several Liability
Commercial Law Partnership Law Partnership Liability Guarantees Agency Material Alteration of Deeds Ratification Escrow +1 more

Case Brief

Summary, issues, holding and outcome

More case intelligence is available

Unlock the full research layer for this judgment.

Full judgment text Downloadable case file Legal principles 4 Authorities cited 19 Party arguments 2 Amounts and remedies 4
Sign in to unlock

Parties

Governor and Company of the Bank of Scotland

Claimant (respondent)

Henry Butcher & Co

Defendant (appellant)

Colin John Morley

Defendant (appellant)

Nicholas Dryden Schofield

Defendant (appellant)

Peter John Harriman

Defendant (appellant)

Christopher John Cameron Derry

Defendant (appellant)

Procedural Posture

Appeal / Court of Appeal (civil Division) Judgment

Legal Issues

  1. 1 Is HB&Co bound by the guarantee?
  2. 2 If HB&Co is not bound, are the individual partners who signed it nevertheless bound by the guarantee?
  3. 3 Does the alteration of the guarantee after execution invalidate it?

Ratio Decidendi

The guarantee was given as an integral part of a consultancy agreement entered into by the partnership, making it partnership business under section 5 of the Partnership Act 1890. The guarantee binds HB&Co and the individual partners who signed it. Clause 17 of the guarantee ensures liability of individual signatories regardless of whether all intended parties executed it. The alteration to the guarantee was not prejudicial and thus did not invalidate the guarantee.

Court Disposition

Appeal dismissed

Orders

  • Judgment for the Governor and Company of the Bank of Scotland
  • Guarantee binding on HB&Co and individual signatories