Cooperative Insurance Society Ltd v Centremoor Ltd: CA 1983

Rectification of a contract was sought.
Held: While it must be shown what was the common intention, the exact form of words in which the common intention is to be expressed is immaterial if, in substance and in detail, the common intention can be ascertained.
The fact that a party intends a particular form of words in the mistaken belief that it is achieving its intention does not prevent the court from giving effect to the true common intention.
Dillon LJ said: ‘In view of the decision in Joscelyne v Nissen [1970] 2 QB 86, we can take it in this court . . that a claimant for rectification has to show a common continuing intention of the parties, outwardly expressed or communicated between them, which is not reflected in the concluded instrument which they have executed, but does not have to show that that common continuing intention amounted to a complete concluded contract antecedent to the instrument which it is sought to have rectified. Such a common continuing intention is conveniently referred to as an ‘agreement’ in inverted commas.’

Judges:

Dillon, Kerr, Eveleigh LJJ

Citations:

[1983] 2 EGLR 52

Jurisdiction:

England and Wales

Cited by:

CitedFSHC Group Holdings Ltd v Glas Trust Corporation Ltd CA 31-Jul-2019
Rectification – Chartbrook not followed
Opportunity for an appellate court to clarify the correct test to apply in deciding whether the written terms of a contract may be rectified because of a common mistake.
Held: The appeal failed. The judge was right to conclude that an . .
Lists of cited by and citing cases may be incomplete.

Contract

Updated: 17 July 2022; Ref: scu.640345