Aston Martin Lagonda Limited v Premier International Motors Group Co WLL
[2024] EWHC 284 (Comm)
JBR Capital Limited v JM Investments/Trading Ltd & Anor
3 February 2023
[2023] EWHC 174 (Comm)
High Court
A finance company lent money for fancy cars. The buyers didn't pay, so the company took back the cars and sued. The court said the company was right to do so, even though payments were sometimes late before. The court also said the guarantor had to pay too.
Key Facts
- •JBR Capital Limited (Claimant) provided finance to JM Investments/Trading Ltd (First Defendant) under four hire purchase agreements for high-end vehicles.
- •The Claimant terminated the agreements for arrears and claimed the outstanding balance plus interest.
- •Mr. Karan Abbott (Second Defendant) provided personal guarantees for the agreements.
- •The agreements contained clauses regarding late payments, termination, and consequences of termination.
- •The guarantees contained clauses for unconditional guarantee and indemnity.
- •Disputes arose regarding the validity of termination, enforceability of guarantees, credit amounts for vehicle sales, and interest calculations.
- •The vehicles were repossessed and sold.
- •The Defendants argued waiver, estoppel, and the Statute of Frauds.
Legal Principles
Equitable doctrine of forbearance (promissory estoppel)
Hughes v Metropolitan Railway (1877) 2 App. Cas. 439
Waiver of contractual rights
The Scaptrade [1983] QB 529 (CA)
Statute of Frauds
Section 4 of the Statute of Frauds
Construction of contracts (including guarantees)
Actionstrength Limited v International Glass [2003] UKHL 17; Paul James Egan v Static Control Components (Europe) Ltd [2004] EWCA Civ 392; Fairstate Ltd v General Enterprise [2010] EWHC 3072; Perrylease Ltd v Imecar [1988] 1 WLR 463; State Bank of India v Kaur (1995) Times 22 April 1995; Westvilla Properties v Dow Properties [2010] EWHC 30 (Ch); Chartbrook v Persimmon Homes [2009] UKHL 8
Interpretation of contractual clauses
Chitty on Contracts
Outcomes
Claimant's termination of agreements was lawful and effective.
Defendants' arguments of waiver and estoppel failed; notices of termination were validly served.
Third and Fourth Guarantees were enforceable.
Subject matter of guarantees was identified; extrinsic evidence admissible to clarify missing details; separate indemnity clause applicable.
Claimant's credit for Bentley's sale was justified.
Claimant's evidence of Bentley's poor condition was preferred; no breach of clause 8.2.
Claimant's interest calculation was upheld.
Clause 8.2 didn't require credit 28 days after repossession; credit given on sale dates was appropriate due to market conditions and Abbott's actions.
Claims allowed against both defendants in the sums claimed.
Based on the above findings.
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