ANDREW MARR INTERNATIONAL LTD AGAINST JOHN TAIT AND OTHERS [2021] ScotCS CSOH_121 (03 December 2021)

ANDREW MARR INTERNATIONAL LTD AGAINST JOHN TAIT AND OTHERS [2021] ScotCS CSOH_121 (03 December 2021)

The pursuer's averments are sufficient for proof before answer on breach of warranty, onward liability, and compliance with notice provisions, but fail on quantification of loss and wilful concealment. The measure of damages must follow established legal principles, and the pursuer has not pled relevant quantification. Notice under SPA was a condition precedent and must be served as soon as reasonably practicable.

Citation
[2021] ScotCS CSOH_121
Parties
Pursuer: Andrew Marr International Limited; Defender: John Tait; Defender: Karl Brown; Defender: Allan Watt; Defender: Kenneth Reid; Defender: Andrew Dixon; Defender: Neil Armour
Jurisdiction
Scotland
Judgment Date
03 December 2021
Procedural Posture
Commercial Action / Debate on Relevancy, Proof Before Answer
Outcome
Proof before answer allowed on breach of warranty, onward liability, and notice compliance; action dismissed insofar as quantum and wilful concealment averments are concerned; case put out by order for further discussion.
Legal Topics
Share Purchase Agreement, Warranty Breach, Damages Quantification, Notice Provisions, Trust Liability
Contract Law Commercial Law Share Purchase Agreement Warranty Breach Damages Quantification Notice Provisions Trust Liability

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Parties

Andrew Marr International Limited

Pursuer

John Tait

Defender

Karl Brown

Defender

Allan Watt

Defender

Kenneth Reid

Defender

Andrew Dixon

Defender

Neil Armour

Defender

Procedural Posture

Commercial Action / Debate on Relevancy, Proof Before Answer

Legal Issues

  1. 1 Did CML have an onward liability for the claim against Mountwest?
  2. 2 Has the pursuer relevantly pled quantification of its loss?
  3. 3 Are the pursuer's averments about wilful concealment relevant?

Ratio Decidendi

The pursuer's averments are sufficient for proof before answer on breach of warranty, onward liability, and compliance with notice provisions, but fail on quantification of loss and wilful concealment. The measure of damages must follow established legal principles, and the pursuer has not pled relevant quantification. Notice under SPA was a condition precedent and must be served as soon as reasonably practicable.

Court Disposition

Proof before answer allowed on breach of warranty, onward liability, and notice compliance; action dismissed insofar as quantum and wilful concealment averments are concerned; case put out by order for further discussion.

Orders

  • Proof before answer on breach of warranty, onward liability, and notice compliance
  • Dismissal of action as regards quantum and wilful concealment