Wells Vs Devani

IIMA - SMP – Batch 10 - Group 1

11th February 2023 Debasish Ganguly
Yojan Gajjar
Samir Gandhi
Venkata Ganga Raju Buddha
Manoj Gupta
Case Facts
• Central Characters – Edward Wells & Devani
• Other Characters – Nicholson (Neighbour) & Ms Ogbonna (Newlon Housing Association)

• Wells Nicholson
I am unable to sell my property
• Nicholson Wells
I know a potential buyer in London

Conversation between Devani and Wells

• Telephonic Call > Visit to the Property > Wells contacts Devani > Devani emails Wells
Issues

Devani claims commission of 2% +VAT on sale of property which refused by Wells

by saying no contract between parties.
Establishment of Facts
Central London County

Devani to Wells : 29th Jan, 2008 verbally 2% Commission.

When to pay not discussed.

Court concluded that on purchase completion, commission is payable as it was contract though
oral communication and event not decided and unwritten. This was expressed offer and implied
acceptance between both parties.

Judge gives decision in favors of Devani.

Decision of the Court of Appeal
Lord Justice Lewison

The parties did not discuss/agree on the event but just on oral discussion of
commission. As there is no binding contract then implied terms cannot precede the
establishment of contracts.

Judge gives decisions in favor of Wells.

UK Supreme Court
Lord Kitchin

• It was ascertainable and determinate intention to contract.

• County Judge had not doubt that the parties did intend to create legal relations
• Devani introduced Newlon to Wells and that led to complete sale
• LK : Only sensible interpretation based on 29 Jan 2008 oral conversation >
Payment on completion and from Sale proceeds.
• Judge gives decision in favors of Devani.
Overall Learning

• Oral Agreements
• Implied Terms
Thank You