Matière SAS v ABM Precast Solutions LTD

Matière SAS v ABM Precast Solutions LTD

Matière SAS breached its contractual duty of good faith under both the Consortium and Collaboration Agreements by privately undermining the Scunthorpe factory proposal and pursuing alternative arrangements with EKJV without ABM's knowledge. However, these breaches were not causative of ABM's loss of chance to win the Green Tunnels Project, as EKJV's dissatisfaction with ABM and the Scunthorpe proposal was independently established and would have led to the same outcome regardless of Matière's conduct. ABM was also unable to demonstrate it could have fulfilled the contract due to lack of funding. Therefore, ABM's counterclaim fails for lack of causation.

Parties
Claimant: Matière SAS; Defendant: ABM Precast Solutions Ltd
Jurisdiction
England and Wales
Judgment Date
06 November 2025
Procedural Posture
Commercial Contract Dispute / Judgment After Full Trial
Outcome
Claim allowed; counterclaim dismissed
Legal Topics
Good Faith in Contracts, Joint Venture Agreements, Breach of Contract, Loss of Chance, Account of Profits
Contract Law Commercial Law Construction Law Good Faith in Contracts Joint Venture Agreements Breach of Contract Loss of Chance Account of Profits

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Parties

Matière SAS

Claimant

ABM Precast Solutions Ltd

Defendant

Procedural Posture

Commercial Contract Dispute / Judgment After Full Trial

Legal Issues

  1. 1 Whether Matière SAS breached its contractual duty of good faith under the Consortium and Collaboration Agreements with ABM Precast Solutions Ltd
  2. 2 Whether such breaches caused ABM to lose a real and substantial chance of winning the Green Tunnels Project subcontract
  3. 3 Whether Matière was liable for an account of profits for entering into subsequent contracts with EKJV without ABM

Ratio Decidendi

Matière SAS breached its contractual duty of good faith under both the Consortium and Collaboration Agreements by privately undermining the Scunthorpe factory proposal and pursuing alternative arrangements with EKJV without ABM's knowledge. However, these breaches were not causative of ABM's loss of chance to win the Green Tunnels Project, as EKJV's dissatisfaction with ABM and the Scunthorpe proposal was independently established and would have led to the same outcome regardless of Matière's conduct. ABM was also unable to demonstrate it could have fulfilled the contract due to lack of funding. Therefore, ABM's counterclaim fails for lack of causation.

Court Disposition

Claim allowed; counterclaim dismissed

Orders

  • Judgment for Matière SAS for the full sum claimed (£373,295.06)
  • Counterclaim by ABM Precast Solutions Ltd dismissed