G Percy Trentham v Archital Luxfer Ltd [1992]

G Percy Trentham v Archital Luxfer Ltd 63 BLR 44 (CA) [1992]

Trentham were main contractors for the construction of industrial units. Archital were the aluminium walling sub-contractors. Archital submitted a number of quotations and there was then a round of offer and counter-offer, but a formal sub-contract was never signed. The sub-contract work was fully performed, but performed late with the result that the Employer sought and obtained damages from Trentham, who then sought an indemnity from Archital. Archital denied there was a sub-contract.

The Official Referee found there was a contract and Archital’s appeal to the Court of Appeal failed.

The case is chiefly memorable in the present context because of the dictum of Steyn LJ that where a transaction has been fully performed, it may be implausible to suggest there was no contract at all. However, Steyn LJ went on to state that the position might be different where there was an express provision in a letter that there was to be no contract at all until the occurrence of a particular event, such as the execution of a formal contract.

G. Percy Trentham Ltd v Archital Luxfer Ltd [1992]