Persimmon Homes Ltd v Hillier & Anor [2019] EWCA Civ 800 (09 May 2019)

Persimmon Homes Ltd v Hillier & Anor [2019] EWCA Civ 800 (09 May 2019)

The evidence demonstrated a continuing common intention that the Felbridge freeholds would be included in the sale of Developments, and the agreements and disclosure letter failed to reflect this. Both documents are capable of rectification to give effect to the parties' true agreement.

Citation
[2019] EWCA Civ 800
Parties
Respondent/claimant: Persimmon Homes Limited; Appellant/defendant: Anthony John Hillier; Appellant/defendant: Colin Michael Creed
Jurisdiction
England and Wales
Judgment Date
09 May 2019
Procedural Posture
Civil Appeal / Appeal From High Court Judgment
Outcome
Appeal dismissed
Legal Topics
Rectification of Contract, Share Sale Agreement, Disclosure Letter, Breach of Warranty
Contract Law Equity Rectification of Contract Share Sale Agreement Disclosure Letter Breach of Warranty

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Parties

Persimmon Homes Limited

Respondent/claimant

Anthony John Hillier

Appellant/defendant

Colin Michael Creed

Appellant/defendant

Procedural Posture

Civil Appeal / Appeal From High Court Judgment

Legal Issues

  1. 1 Whether the share sale agreement and disclosure letter should be rectified to reflect the parties' common intention regarding ownership of the Felbridge freeholds
  2. 2 Whether a disclosure letter is capable of rectification as a matter of law

Ratio Decidendi

The evidence demonstrated a continuing common intention that the Felbridge freeholds would be included in the sale of Developments, and the agreements and disclosure letter failed to reflect this. Both documents are capable of rectification to give effect to the parties' true agreement.

Court Disposition

Appeal dismissed

Orders

  • Rectification of the share sale agreement and disclosure letter upheld
  • Declaration of breach of warranty by appellants stands