Matthew Blake Jacobs v Chalcot Crescent (Management) Company Limited
[2024] EWHC 259 (Ch)
Messenex Property Investments Limited v Lanark Square Limited
23 January 2024
[2024] EWHC 89 (Ch)
High Court
A tenant wanted to add floors and change a building's use. The landlord refused permission. The court decided the landlord's refusal was fair because the tenant didn't give enough information about the building's structural safety and didn't fully guarantee payment for the landlord's costs. Even though the landlord also had other, unfair reasons, the important reasons were enough to say 'no'.
Key Facts
- •Messenex Property Investments Limited (Messenex) sought a declaration that its landlord, Lanark Square Limited (Lanark), unreasonably withheld consent for alterations to a leased building.
- •The alterations included adding three floors (Rooftop Works) and converting the ground floor from business to residential use (Ground Floor Works).
- •Messenex argued it was discharged from the covenant requiring consent due to Lanark's unreasonable withholding.
- •The lease contained a covenant requiring prior written consent for alterations, not to be unreasonably withheld or delayed.
- •Planning permission was granted for both sets of works.
- •Extensive correspondence occurred between the parties' solicitors regarding information requirements, fees, and the use of non-demised areas for site storage.
- •Lanark circulated engrossed licences for the alterations, but subsequently raised objections concerning the use of basement parking spaces and outstanding service charges.
- •The Original Rooftop Planning Decision lapsed due to Messenex's failure to begin development before the deadline.
Legal Principles
Consent to improvements in leases with covenants against alterations without consent cannot be unreasonably withheld.
Landlord and Tenant Act 1927, section 19(2)
Reasons for withholding consent must be the actual reasons influencing the landlord's decision.
Tollbench v Plymouth City Council (1988) 56 P & CR 194
The reasonableness of withholding consent is an objective enquiry, considering whether the landlord's reasons were reasonable in the circumstances.
Iqbal and others v Thakrar and another [2004] 3 EGLR 21
A landlord's decision to withhold consent is reasonable if some of the reasons are reasonable, even if others are not, provided the reasonable reasons were causative.
No.1 West India Quay (Residential) Limited v East Tower Apartments Ltd [2018] EWCA Civ 250
A landlord can reasonably take into account the circumstances of other property owned, whether let or in hand, when considering an application for consent.
Macepark [2004] EWHC 1333 (Ch)
Outcomes
Messenex's application for declarations was refused.
Lanark's decision to withhold consent was deemed reasonable because of the failure to provide preliminary structural drawings for the Rooftop Works and the conditional undertaking for costs. While other reasons were unreasonable, these were sufficient to justify the decision.
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