Howell v Hayward & Anor

For a proprietary-estoppel claim arising from negotiations for a sale of land, the claimant must show that the parties reached a point at which they mutually understood, or the claimant reasonably understood, that a binding agreement or commitment had been made, even if formalities for an enforceable contract remained incomplete. Continuing proposals and contemplation of a future contract may defeat that case. Expenditure and unconscionable withdrawal do not suffice without the necessary understanding. On appeal, judicial impatience is not a serious procedural irregularity unless it denied a proper opportunity to give evidence or make points. Factual findings will stand unless plainly wrong.

Mr Howell claimed interests in properties at Penarth, Wales, relying on an alleged settled understanding with Mr Hayward and expenditure incurred during negotiations for their purchase. The Central London County Court dismissed the greater part of the claim in a judgment dated 25 February 2016. Mr Howell sought permission to appeal, alleging an unfair trial, errors in factual findings and errors concerning proprietary estoppel. Permission was refused on the papers, and the renewed application was adjourned for transcripts to investigate the procedural complaint. The central questions were whether the trial conduct disclosed a serious procedural irregularity and whether the proposed appeal had a realistic prospect of showing that the parties had reached a binding agreement or that the trial judge’s conclusions were plainly wrong.

The renewed application for permission to appeal was dismissed.

1. Procedural irregularity. A valid appeal based on the conduct of a trial would require proof that the judge’s interventions denied the claimant a proper opportunity to give evidence or make points he wished to advance. Although aspects of the judge’s handling of the trial were regrettable and occasionally tetchy or rude, the transcripts showed that the claimant had a fair opportunity overall to ask questions and give evidence. No serious procedural irregularity was established.
2. Proprietary estoppel. The relevant principle was applied from Cobbe v Yeoman's Row Management Limited [2008] 1 WLR 1752. Where negotiations remain subject to a future contract, the claimant must show that the parties mutually understood, or that the claimant reasonably understood, that a binding agreement or commitment had been reached. Unconscionable withdrawal and expenditure during negotiations do not themselves establish the necessary proprietary-estoppel entitlement.
3. Correspondence and factual findings. The correspondence showed continuing proposals, requests for evidence of funding, further offers and heads of terms, all directed towards concluding a contract. It did not reasonably induce Mr Howell to believe that a binding agreement had already been made. Even if some subsidiary factual findings were open to criticism, there was no realistic prospect of showing that the judge’s fundamental conclusion was plainly wrong or one which no reasonable judge could have reached.

The application was dismissed with costs of £1,750 plus VAT.

1. Court of Appeal (Civil Division): Permission to appeal was initially refused on the papers by Christopher Clarke LJ. The renewed application was adjourned by McCombe LJ for investigation of the alleged procedural irregularity. Lord Justice Leggatt dismissed the renewed application on 18 April 2018.
2. Central London County Court: The court dismissed the greater part of Mr Howell’s claim in a judgment dated 25 February 2016.