Cramaso LLP v Ogilvie-Grant, Earl of Seafield and Others

Cramaso LLP v Ogilvie-Grant, Earl of Seafield and Others

A negligent misrepresentation made to an individual, which is of a continuing nature and remains operative when that individual becomes agent for a subsequently formed entity that enters into the contract, can found liability to that entity. The respondents owed a duty of care to the appellant at the time the contract was concluded, and are liable in damages for loss suffered as a result of the misrepresentation.

Parties
Appellant: Cramaso LLP; Respondents: Ogilvie-Grant, Earl of Seafield and Others
Jurisdiction
England and Wales
Judgment Date
12 February 2014
Procedural Posture
Civil Appeal / Supreme Court Judgment
Outcome
Appeal allowed
Legal Topics
Negligent Misrepresentation, Duty of Care, Pre Contractual Representations, Agency, Damages
Contract Law Tort Law Delict (scots Law) Negligent Misrepresentation Duty of Care Pre Contractual Representations Agency Damages

Case Brief

Summary, issues, holding and outcome

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Parties

Cramaso LLP

Appellant

Ogilvie-Grant, Earl of Seafield and Others

Respondents

Procedural Posture

Civil Appeal / Supreme Court Judgment

Legal Issues

  1. 1 Whether a negligent misrepresentation made to an individual prior to the formation of a legal entity can found liability to that entity when it enters into a contract induced by the misrepresentation
  2. 2 Whether the representation was of a continuing nature and responsibility for its accuracy continued after the identity of the contracting party changed
  3. 3 Whether the respondents owed a duty of care to the appellant at the time the contract was concluded

Ratio Decidendi

A negligent misrepresentation made to an individual, which is of a continuing nature and remains operative when that individual becomes agent for a subsequently formed entity that enters into the contract, can found liability to that entity. The respondents owed a duty of care to the appellant at the time the contract was concluded, and are liable in damages for loss suffered as a result of the misrepresentation.

Court Disposition

Appeal allowed

Orders

  • Case remitted to the Court of Session for further procedure
  • Respondents held liable in damages for negligent misrepresentation