Bella Italia Restaurants Ltd v Stane Park Ltd & Ors

Bella Italia Restaurants Ltd v Stane Park Ltd & Ors

The obligation of the landlord under clause 15.1 of the agreement for lease, properly construed, is not personal to the Trustees and may be performed by Ropemaker as transferee. Bella was not entitled to refuse to accept the lease from Ropemaker or to terminate the agreement.

Parties
Claimant: Bella Italia Restaurants Limited; Defendant: Stane Park Limited; Defendant: Stephen Montague Clark, Felicity Amanda Clark and Pensioneer Trustees (London) Limited, as the trustees for the time being of the Churchmanor Pension Scheme; Defendant: Ropemaker Properties Limited
Jurisdiction
England and Wales
Judgment Date
21 October 2019
Procedural Posture
Civil Property/contract / Judgment After Trial
Outcome
Claim dismissed; declaration for Defendants granted
Legal Topics
Agreements for Lease, Contractual Interpretation, Landlord and Tenant Covenants, Assignment of Contractual Obligations
Property Law Contract Law Agreements for Lease Contractual Interpretation Landlord and Tenant Covenants Assignment of Contractual Obligations

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Parties

Bella Italia Restaurants Limited

Claimant

Stane Park Limited

Defendant

Stephen Montague Clark, Felicity Amanda Clark and Pensioneer Trustees (London) Limited, as the trustees for the time being of the Churchmanor Pension Scheme

Defendant

Ropemaker Properties Limited

Defendant

Procedural Posture

Civil Property/contract / Judgment After Trial

Legal Issues

  1. 1 Whether the agreement for lease required the lease to be granted by the original landlord (the Trustees) or could be performed by their successor (Ropemaker)
  2. 2 Whether the Landlord and Tenant (Covenants) Act 1995 transferred the benefit and burden of the agreement for lease to Ropemaker

Ratio Decidendi

The obligation of the landlord under clause 15.1 of the agreement for lease, properly construed, is not personal to the Trustees and may be performed by Ropemaker as transferee. Bella was not entitled to refuse to accept the lease from Ropemaker or to terminate the agreement.

Court Disposition

Claim dismissed; declaration for Defendants granted

Orders

  • Declaration that the agreement for lease has not been validly terminated
  • Declaration that Bella Italia Restaurants Limited is liable to complete the lease offered by Ropemaker Properties Limited