Palmer Birch (A Partnership) v Lloyd & Anor

Palmer Birch (A Partnership) v Lloyd & Anor

Michael Lloyd procured HHL's repudiatory breach of contract by actively deciding to liquidate HHL and divert funds away from it, thereby preventing payment to Palmer Birch and completion of works. This conduct crossed the line from prevention to inducement and constituted an abuse of corporate personality. Both Michael and Christopher Lloyd colluded in an unlawful means conspiracy to injure Palmer Birch by repudiatory breach, with Christopher abnegating his director duties and acting outside his constitutional role. Michael Lloyd committed conversion of materials belonging to Palmer Birch. Damages are to be assessed by proper valuation of Palmer Birch's works, not merely interim...

Parties
Claimant: Palmer Birch; Defendant: Michael Lloyd; Defendant: Christopher Lloyd
Jurisdiction
England and Wales
Judgment Date
24 September 2018
Procedural Posture
Civil / Judgment After Preliminary Trial of Liability Issues
Outcome
Liability established against Michael Lloyd for inducing breach of contract and conversion; liability established against Michael Lloyd and Christopher Lloyd for unlawful means conspiracy; no liability for unlawful interference; quantum to be determined at further trial.
Legal Topics
Economic Torts, Inducing Breach of Contract, Unlawful Interference, Unlawful Means Conspiracy, Conversion, Corporate Veil, Directors' Liability, Contract Repudiation
Tort Contract Company Law Economic Torts Inducing Breach of Contract Unlawful Interference Unlawful Means Conspiracy Conversion +3 more

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Parties

Palmer Birch

Claimant

Michael Lloyd

Defendant

Christopher Lloyd

Defendant

Procedural Posture

Civil / Judgment After Preliminary Trial of Liability Issues

Legal Issues

  1. 1 Whether Michael Lloyd procured or induced breaches of contract by HHL through non-payment and repudiation
  2. 2 Whether Michael Lloyd and Christopher Lloyd conspired to injure Palmer Birch by unlawful means
  3. 3 Whether Michael Lloyd committed conversion of Palmer Birch's materials

Ratio Decidendi

Michael Lloyd procured HHL's repudiatory breach of contract by actively deciding to liquidate HHL and divert funds away from it, thereby preventing payment to Palmer Birch and completion of works. This conduct crossed the line from prevention to inducement and constituted an abuse of corporate personality. Both Michael and Christopher Lloyd colluded in an unlawful means conspiracy to injure Palmer Birch by repudiatory breach, with Christopher abnegating his director duties and acting outside his constitutional role. Michael Lloyd committed conversion of materials belonging to Palmer Birch. Damages are to be assessed by proper valuation of Palmer Birch's works, not merely interim...

Court Disposition

Liability established against Michael Lloyd for inducing breach of contract and conversion; liability established against Michael Lloyd and Christopher Lloyd for unlawful means conspiracy; no liability for unlawful interference; quantum to be determined at further trial.

Orders

  • Damages to be assessed at quantum trial based on proper valuation of works and extensions of time under contract
  • Directions for quantum trial to be determined after handing down judgment