JH Milner v Percy Bilton - 1966

JH Milner v Pervy Bilton [1966] 1 WLR 1582

No legally enforceable agreement between parties in relation to legal work

Facts

The plaintiffs were a firm of solicitors. The defendants were a property development company. In relation to a particular development the plaintiffs wrote to the defendants and it was accepted that the plaintiffs would carry out the legal work in relation to that property. Bills were accordingly rendered for that property and in connection with fringe properties surrounding the relevant site. Later, in relation to the lease of the flats, the defendants insisted that the legal work be done by their in-house legal department.

Issue

The plaintiffs alleged that the defendants were in breach of contract by failing to employ them. The defendants denied that there was any agreement with the plaintiffs.

Decision / Outcome

The High Court held that there was no legally enforceable agreement between the parties. If there was an agreement to retain the plaintiffs at all then it was not an entire contract. The original letters did not set up a binding agreement. The form of words used by the defendant on that occasion indicated a lack of binding agreement: “I see that you have tied up the legal work and, of course, it has never been agreed and I do not like tying it up unless it has been agreed. I am quite prepared, however, to accept it in relation to this particular property.” The defendants were entitled to terminate the retainer in favour of the plaintiffs at any time and they later did so when they wrote to the plaintiffs to confirm that their in-house legal department would be dealing with all legal matters in relation to the sale of the flats.