Persimmon Homes Ltd v Hillier & Anor

Persimmon Homes Ltd v Hillier & Anor

The evidence demonstrated a continuing common intention that the Felbridge freeholds would be included in the sale of Developments. The share sale agreement and disclosure letter did not reflect this intention due to a mutual mistake. Both documents are capable of rectification to give effect to the parties' true agreement.

Parties
Respondent/claimant: Persimmon Homes Limited; Appellant/defendant: Anthony John Hillier; Appellant/defendant: Colin Michael Creed
Jurisdiction
England and Wales
Judgment Date
09 May 2019
Procedural Posture
Civil Appeal / Judgment on Appeal
Outcome
appeal dismissed
Legal Topics
Rectification of Contract, Share Sale Agreement, Disclosure Letter, Breach of Warranty, Damages
Contract Law Property Law Rectification of Contract Share Sale Agreement Disclosure Letter Breach of Warranty Damages

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Parties

Persimmon Homes Limited

Respondent/claimant

Anthony John Hillier

Appellant/defendant

Colin Michael Creed

Appellant/defendant

Procedural Posture

Civil Appeal / Judgment on Appeal

Legal Issues

  1. 1 Whether the judge was correct to order rectification of the share sale agreement and disclosure letter based on the parties' common intention
  2. 2 Whether a disclosure letter is capable of rectification as a matter of law

Ratio Decidendi

The evidence demonstrated a continuing common intention that the Felbridge freeholds would be included in the sale of Developments. The share sale agreement and disclosure letter did not reflect this intention due to a mutual mistake. Both documents are capable of rectification to give effect to the parties' true agreement.

Court Disposition

appeal dismissed

Orders

  • Rectification of the share sale agreement and disclosure letter upheld
  • Appellants declared in breach of warranties as rectified