Generator Developments Ltd v LIDL UK GmbH

Generator Developments Ltd v LIDL UK GmbH

Generator’s claim fails because all negotiations and arrangements were expressly subject to contract, no binding or enforceable agreement or common intention was reached, Generator knew there was no legal commitment, and it cannot be unconscionable for Lidl to exercise a right to withdraw expressly reserved by both parties. No constructive trust or proprietary estoppel arises in these circumstances.

Parties
Appellant: Generator Developments Limited; Respondent: Lidl UK GmbH
Jurisdiction
England and Wales
Judgment Date
08 March 2018
Procedural Posture
Civil Appeal / Appeal From High Court (chancery Division) to Court of Appeal
Outcome
Appeal dismissed
Legal Topics
Constructive Trusts, Proprietary Estoppel, Joint Venture Agreements, Subject to Contract Negotiations, Fiduciary Duties
Equity Property Law Commercial Law Constructive Trusts Proprietary Estoppel Joint Venture Agreements Subject to Contract Negotiations Fiduciary Duties

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Parties

Generator Developments Limited

Appellant

Lidl UK GmbH

Respondent

Procedural Posture

Civil Appeal / Appeal From High Court (chancery Division) to Court of Appeal

Legal Issues

  1. 1 Whether Generator Developments Limited is entitled to an equitable interest in land acquired by Lidl UK GmbH under the Pallant v Morgan equity
  2. 2 Whether negotiations and arrangements between Generator and Lidl gave rise to a constructive trust or proprietary estoppel in favour of Generator

Ratio Decidendi

Generator’s claim fails because all negotiations and arrangements were expressly subject to contract, no binding or enforceable agreement or common intention was reached, Generator knew there was no legal commitment, and it cannot be unconscionable for Lidl to exercise a right to withdraw expressly reserved by both parties. No constructive trust or proprietary estoppel arises in these circumstances.

Court Disposition

Appeal dismissed

Orders

  • The appeal is dismissed.