Bank Notes

P - Procuring breach

15/5/24

LIFESTYLE EQUITIES CV v AHMED [2024] UKSC 17

Considers when company directors can be liable for torts committed by the company (here trade mark infringement). The directors had not committed any tort in their own right as they only acted on behalf of the company, but there is no special principle that directors acting as such cannot be liable in tort [33]. The rule in Said v Butt (1920) (agent not liable for procuring breach of contract with principal) applies if an agent acting with authority procures a breach pf contract by the principal [54]. This does not prevent an agent being jointly liable with the principal for procuring or assisting the principal to commit a tort [61]. A person who knowingly procures another to commit an actionable wrong is jointly liable in tort with that other for the wrong [135]. A person who assists another to commit a tort is jointly liable for the tort if the assistance is more than trivial and is given pursuant to a common design between the parties [136]. The person procuring or assisting must know (or have blind eye knowledge of) the essential facts which make the act wrongful. The defendants did not have that knowledge [143]. Had they done so, an account of profits could have been ordered for the profits they (rather than the company) had made from the wrongful conduct [169] but on the facts, they had not made any such profits.

27/2/20

ALLEN v DODD & CO LTD [2020] EWCA Civ 258

Considers what amounts to a sufficient state of mind to make a person liable in tort for inducing a breach of contract. A defendant given advice that it is more probable than not that no breach will be committed is not liable.

21/12/15

PK AIRFINANCE SARL v ALPSTREAM AG [2015] EWCA Civ 1318

In realising security on aircraft, a mortgagee arranged an auction at which it was the only bidder present and purchased the aircraft through an intermediary trustee. Proceedings claiming various breaches of the mortgagee’s duties were brought by an unsecured creditor which stood to benefit from the realisation of the mortgaged assets under a contractual waterfall structure. The claims failed. The mortgagee had not sold to itself so the sales were not void. Nor was any duty owed to the creditor because the creditor had no interest in the equity of redemption. As a connected purchaser, the mortgagee would have had the burden of proving that the sale was at a proper price. But on the evidence the sale had been at the best price reasonably obtainable. Alternative claims of conspiracy to injure and procuring a breach of contract also failed in the absence of any breach of duty or loss.

21/12/15

ROYAL BANK OF SCOTLAND PLC v MCCARTHY [2015] EWHC 3626 (QB)

The defendant was liable to repay a bank loan. The court reviewed the applicable principles for claims of inducing a breach of contract [71]. The court rejected the defendant’s defence that the bank had induced an LLP of which he had been a member to breach its contract with him by failing to repay his loan with the bank. Although the bank had required the LLP to enter into an undertaking not to repay the capital of any retiring member without the bank’s consent, on the evidence no request had been made for consent and the bank had been justified in acting as it did. Nor was the defendant entitled to enforce a letter of undertaking given by the LLP to the bank. The letter did not contain a term purporting to confer a benefit on the defendant within the meaning of the Contracts (Rights of Third Parties) Act 1999. No term could be implied into the loan agreement that the bank would not prevent a third party (the LLP) from performing any obligations which it owed the defendant, nor was there any relevant collateral contract.

29/10/15

ONE MONEY MAIL LTD v RIA FINANCIAL SERVICES [2015] EWCA Civ 1084

The court below had been right to find the first respondent liable for procuring a breach of contract.

6/2/15

JACKSON v THOMPSONS SOLICITORS [2015] EWHC 218 (QB)

Contains a useful summary of the law as to bias [14] and the torts of abuse of process [27], causing loss by unlawful means and unlawful means conspiracy [30], procuring a breach of contract [33] and deceit [36]. Claims that the defendant induced an ATE insurer to avoid cover and procured the failure of an application for a group litigation order failed on the facts.