High Court Rules in Favor of Claimant in Misrepresentation Case Involving Auction Sale of Woodland Plots

Citation: [2024] EWHC 401 (KB)
Judgment on


In the case of Co Mayo Estates Limited v Hidden Gem Limited [2024] EWHC 401 (KB), the High Court of Justice delves into the complexities of misrepresentation in contract law, particularly focused on auction sales and the representations made through auction packs prepared by the seller. This case assesses whether the claimant misrepresented the potential for residential development of certain woodland plots sold at auction, which the defendant contended were protected as ‘ancient woodland’ offering no such realistic opportunity.

Key Facts

The case revolves around the sale of three woodland plots by the claimant to the defendant at an online auction. The pertinent issue here is whether the auction packs, with their descriptions and computer-generated imagery (CGI), represented the true potential for development of the plots which are classified as ‘ancient woodland’ and subject to heavy planning restrictions.

The defendant bid on the belief, induced by the pack, that there was potential for residential development. Post-purchase, the defendant learned that the plots held virtually no potential for development and claimed that they were, essentially, worthless to them. With this in mind, the defendant sought rescission of the contract and recovery of sums paid on the basis of misrepresentation.

The case analysis involved scrutiny of the legal concepts of misrepresentation, its two forms being a false statement of fact, and an opinion that implies the existence of supporting facts. The court evaluated the meaning of representations and whether they were factually grounded or merely speculative hopes cast by the seller. It drew upon the principles articulated in cases such as Brown v Raphael and First Tower Trustees Ltd v CDS (Superstores International) Ltd, which helped distinguish factual representations from mere puffery or expressions of opinion.

The court also discussed the buyers’ responsibility to perform due diligence and how disclaimers such as “Buyers are deemed to rely solely on their own enquiries,” as present in the auction packs, affect the interpretation of representations. Additionally, the case referenced Raffeisen Zentralbank Osterreich v Royal Bank of Scotland to emphasize cautious interpretation of the potential implication of any representations.

The measure of misrepresentation rested upon how a reasonable person would have interpreted the auction pack details, including the CGI images marked “STPP” (subject to planning permission) and considering the disclaimers and auction terms, against the claims of the defendant that the representations gave rise to a belief in the potential for development.


The High Court upheld the initial Judgment, stating that the defendant’s claim of misrepresentation could not stand. This decision arose from several key findings:

  1. The claimant did not possess special knowledge about the property’s development potential that was not available to the defendant, nullifying the claim that the claimant held undisclosed material information.

  2. The auction particulars, when considered holistically, did not expressly represent any realistic opportunity for development, and the inclusion of CGIs was an invitation to buyers to explore potential — a speculative, non-committal form of representation that fell short of a solid factual claim.

  3. The court found the representation in question to be too vague to hold legal consequences since it did not provide a clear binary answer about the use for residential development.


Judgment in the case of Co Mayo Estates Limited v Hidden Gem Limited reinforces the importance of a holistic interpretation of representations made during property auctions and clarifies that mere suggestions or allusions to property potential, when caveated appropriately, do not necessarily constitute misrepresentation. It underscores the necessity for buyers to perform independent due diligence, reinforcing that sellers’ representations at auction must be appraised in the context of the entirety of the auction pack and terms. Importantly, it affirms that not all optimistic statements made in a sales context amount to legally actionable misrepresentation.