Beer & Anor v Bexbes Llp

Beer & Anor v Bexbes Llp

The performance sharing payments to Mr Beer were part of his salary under a four-year employment contract and not part of the consideration for the sale of MBT. Therefore, they should be excluded from the calculation of the first offer for the purpose of determining BexBes' additional fee. The judge's construction of the contract was correct and the appeal is dismissed.

Parties
Appellant: Michael Beer; Appellant: Jane Beer; Respondent: BexBes LLP
Jurisdiction
England and Wales
Judgment Date
26 June 2009
Procedural Posture
Civil Appeal / Appeal From High Court Judgment
Outcome
appeal dismissed
Legal Topics
Construction of Contract Terms, Remuneration and Consideration, Sale of Business, Fee Calculation
Contract Law Commercial Law Construction of Contract Terms Remuneration and Consideration Sale of Business Fee Calculation

Case Brief

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Parties

Michael Beer

Appellant

Jane Beer

Appellant

BexBes LLP

Respondent

Procedural Posture

Civil Appeal / Appeal From High Court Judgment

Legal Issues

  1. 1 Whether 'performance sharing' payments to Mr Beer under the first offer should be included in the calculation of consideration for the sale of MBT for the purpose of BexBes' additional fee
  2. 2 Proper construction of the definition of 'Consideration' in the engagement letter

Ratio Decidendi

The performance sharing payments to Mr Beer were part of his salary under a four-year employment contract and not part of the consideration for the sale of MBT. Therefore, they should be excluded from the calculation of the first offer for the purpose of determining BexBes' additional fee. The judge's construction of the contract was correct and the appeal is dismissed.

Court Disposition

appeal dismissed

Orders

  • The appeal is dismissed.
  • The principal sum payable to BexBes remains £57,780.