Farrer & Anor v Messrs Copley Singletons (A Firm)

A solicitor acting for several clients in one transaction owes retainer duties to each of them. One client cannot, without authority from the others, receive material information or instruct the solicitor to dispense with prudent investigations on their behalf. Authority may be actual, whether express or implied, or apparent. Apparent authority must arise from a representation by the alleged principals; the alleged agent’s own conduct is irrelevant. Informal document delivery, discussions between clients, family relationships and a communal transaction do not by themselves establish authority. Without valid authority, the solicitor must investigate material risks, report the results to all clients and advise each on the consequences.

Mrs Farrer and Mrs Jordan sued the defendant solicitors in connection with the purchase of Blakewell Court. They alleged that the solicitors had failed to investigate and advise on a public footpath, a shared sewage system, a planning restriction affecting an annexe and a disputed boundary.

On 25 October 1995 Judge O’Malley entered judgment for the solicitors. He found that relevant information had been conveyed to Mr Farrer and that he had instructed the solicitor to proceed without further investigation. The central issue on appeal was whether Mr Farrer had authority to receive information and give instructions on behalf of the other clients.

1. Appeal allowed. The Court of Appeal proceeded on the trial judge’s factual findings, which had not been challenged. The trial judge had found that the solicitor communicated information about the footpath, septic tank and annexe to Mr Farrer and relied on his instructions to take no further action.
2. A solicitor’s retainer in a joint transaction is with each client individually. The solicitor’s duties are owed to, and must be discharged towards, each client. The solicitor may communicate with and take instructions from only one client on matters affecting the others if authorised by those other clients.
3. That authority may be actual, whether express or implied, or apparent. In every case it must emanate from the alleged principals, not from the alleged agent. The Court applied the principle identified in Armagas Ltd v Mundogas S.A. [1986] AC 717, at 783, that the alleged agent’s own conduct cannot establish apparent authority.
4. The circumstances relied on by the solicitors did not establish authority. Sending documents through Mr Farrer was inconsistent with treating him as the authorised channel to all clients. Discussions between clients did not confer authority to instruct their common solicitor. Nor did the family relationship, the communal nature of the purchase or the less formal dealings remove the need for authority. There was no evidence of either actual or apparent authority from Mrs Farrer or the Jordans.
5. It followed that Mr Farrer had not validly instructed the solicitor to abandon further investigations. The solicitor therefore remained obliged to investigate the footpath, sewage and planning matters, report the results to all clients and advise them on the consequences. The solicitor was liable for the resulting breach of duty. The boundary issue did not depend on the disputed authority.
6. The court also indicated that solicitors should obtain written authority before dealing with one client alone and should record advice and instructions in letters or, at minimum, attendance notes. Assessment of Mrs Farrer’s damages was remitted to an Official Referee. The appeal was allowed with costs, subject to the further orders concerning Mrs Jordan’s possible application to appeal out of time.

• Court of Appeal (Civil Division) Allowed Mrs Farrer’s appeal and remitted the assessment of damages to an Official Referee.
• High Court, Queen’s Bench Division, Exeter District Registry On 25 October 1995 Judge O’Malley entered judgment for the defendant solicitors.