Promisse to Pay Tax due is not Consideration
The company appealed against an order for its winding up, saying that the debt was disputed, an accomodation having been reached with the Revenue.
Held: The court declined to regard a promise to the Revenue by a company to pay its existing liabilities by instalments and future liabilities when they fell due as good consideration for an alleged promise by the Revenue not to put the company into liquidation. The Inland Revenue is not bound by acceptance of payment by instalments – no additional consideration having been given by the debtor. Silence is not alone to be taken as acceptance of an offer.
Balcombe LJ, Stuart Smit LJ, Peter Gibson LJ
Times 13-Jan-1994, Ind Summary 17-Jan-1994, [1995] 1 WLR 474, [1993] EWCA Civ 8, [1995] STC 406, [1995] 2 All ER 531
Bailii
England and Wales
Citing:
Not followed – Williams v Roffey Brothers and Nicholls (Contractors) Ltd CA 23-Nov-1989
The defendant subcontracted some of its work under a building contract to the plaintiff at a price which left him in financial difficulty and there was a risk that the work would not be completed by the plaintiff. The defendant agreed to make . .
Cited – Pinnel’s Case, Penny v Core CCP 1602
Payment of Lesser Sum Not Satisfaction
(Court of Common Pleas) The payment of a lesser sum on the day in satisfaction of a greater, cannot be any satisfaction for the whole. The gift of a horse, hawk, robe, etc., in satisfaction, is good. Payment of part before the day and acceptance may . .
Applied – Foakes v Beer HL 16-May-1884
Mrs Beer had obtained judgment against Dr Foakes for andpound;2,090 19s. He asked for time to pay and they agreed with him, acknowledging the debt, and paying part immediately and undertaking to pay the balance over a period of time. In . .
Cited – Stonegate Securities Ltd v Gregory CA 1980
The practice of the Companies Court is to dismiss a creditor’s petition based on a debt which is disputed by the company in good faith and on substantial grounds. Buckley LJ said: ‘If the Company in good faith and on substantial grounds disputes any . .
Cited – Allied Marine Ltd v Vale do Rio Doce SA (The Leonidas D) CA 1985
One party sought to construct an agreement to abandon an ongoing, if stalled, arbitration out of mere silence.
Held: Robert Goff LJ said that silence will not normally amount to acceptance of an offer since acceptance cannot be inferred from . .
Cited – Gebr. van Weelde Scheepvaartkantor B.V. v Cia. Naviera Sea Orient S.A. ChD 1985
Evans J considered the significance of silence in acceptance of a contractual offer: ‘The significance of silence, as a matter of law, may also be different when there is an express undertaking or an implied obligation to speak, in the special . .
Cited – Stilk v Myrick KBD 16-Dec-1809
No Obligation Incurred without Consideration
The plaintiff agreed to sail with the defendant on a voyage being paid pounds 5.00 a month. Two crew deserted and the captain asked the remainder to do their work sharing the wages saved. The plaintiff sought the additional sum above the articled . .
Cited – Vanbergen v St Edmunds Properties Ltd CA 1933
Where a variation to a contract agreed upon enables one party to alter its performance under the existing agreement, for it to amount to consideration it must be of some benefit to the other party, and if the variation is introduced entirely for the . .
Cited – D and C Builders Ltd v Rees CA 1966
The plaintiff builders had been chasing payment of their undisputed invoice. Knowing that the builders were in financial difficulties, the defendant offered rather less, saying that if it was not accepted, she would pay nothing. She made the payment . .
Cited – The Magnavox Electronics Company Limited v Hall (HM Inspector of Taxes) 1986
. .
Cited – Armagas Ltd v Mundogas SA (‘The Ocean Frost’) CA 1985
Proof of corruption not needed for bribe
In establishing that money was paid as an improper inducement or bribe, proof of corruptness or a corrupt motive was unnecessary.
When a court looks at a decision of a judge at first instance, the court stressed the need to look at the . .
Cited by:
Cited – Collier v P and M J Wright (Holdings) Ltd CA 14-Dec-2007
Agreement for payment by joint debtor not contract
The claimant appealed against refusal of an order to set aside a statutory demand. He said that he had compromised a claim by the creditors. He argued for an extension to the Rule in Pinnel’s case, so that where a debtor agrees to pay part of a . .
Cited – Roberts v Gill and Co Solicitors and Others SC 19-May-2010
The claimant beneficiary in the estate sought damages against solicitors who had acted for the claimant’s brother, the administrator, saying they had allowed him to take control of the assets in the estate. The will provided that property was to be . .
Cited – Rock Advertising Ltd v MWB Business Exchange Centres Ltd SC 16-May-2018
The parties disputed whether a contract (licence to occupy an office) had been varied by an oral agreement, where the terms prohibited such.
Held: The ‘no oral variation’ clause applied. Such clauses were in common commercial use and served a . .
Lists of cited by and citing cases may be incomplete.
Contract, Company
Leading Case
Updated: 09 November 2021; Ref: scu.82189
