Daniel Feetham KC & Rowan Pennington-Benton – Instructed by Freedom Law Chambers (Trinidad) for the Appellant
Case ID
JCPC/2023/0088
Jurisdiction
Trinidad and Tobago
Parties
Appellant(s)
Woodford Construction Ltd
Respondent(s)
Readymix (West Indies) Ltd
Issue
Was the trial judge wrong to find that one party to a contract had stolen material from the other, when the allegation of theft had not been made expressly in the alleging party’s statement of case? Did the trial judge interpret the meaning of the word “theft” correctly, including questions of knowledge and dishonesty if relevant, when finding that the allegation of theft was proven?
Facts
Readymix (West Indies) Ltd (“Readymix”) operates a gravel quarry. By a contract dated 25 November 2013, it was agreed that Woodford Construction Ltd (“Woodford”) would enter, excavate and remove from the quarry up to one million cubic yards of pit run (raw gravel). On 23 June 2015, Readymix served on Woodford a notice of termination stating that it wished to end the contract for business management reasons. Woodford brought a claim against Readymix for damages for breach of contract. Readymix filed an amended defence which alleged that (a) the contract was illegal and unenforceable because Woodford lacked the necessary mining licence and (b) it was an express or implied term of the contract that Readymix would be entitled to terminate the contract with immediate effect if Woodford removed pit run from the quarry without first presenting it to Readymix to be verified, and Woodford had breached this term. On the morning of the trial, Readymix conceded the issue of the mining licence. The Attorney General, who had been joined as a second defendant, was relieved from participation in the trial, and Readymix indicated it would rely on only one of its five witnesses. The trial judge held that while the business management reasons relied on in Readymix’s notice of termination were not valid, Readymix could still argue that termination was justified on other grounds not stated in the notice. The trial judge held that there were two grounds justifying termination. Firstly, she held the contract contained an implied term entitling Readymix to terminate the contract if there was a breach of the verification procedures, and she found that Woodford had breached these procedures. Secondly, she held that Readymix was justified in terminating the contract because the contract contained an express clause entitling Readymix to terminate the contract on the ground of theft of its pit run supply, and she found that Woodford had breached this term. Woodford appealed to the Court of Appeal. The Court of Appeal dismissed the appeal. It held that the trial judge was wrong to hold there was an implied term of the contract entitling Readymix to terminate if there was a breach of the verification procedures. However, the Court of Appeal rejected Woodford’s complaint that the trial judge was wrong to find that it had stolen pit run when this allegation was not expressly pleaded in Readymix’s defence. The Court of Appeal further upheld the trial judge’s conclusions on the meaning of the word “theft” in the context of the contractual arrangements. Woodford now appeals to the Judicial Committee of the Privy Council.
Date of issue
4 October 2024
Judgment details
Judgment date
6 February 2025
Neutral citation
[2025] UKPC 6
Judgment links
Appeal
Justices
Hearing dates
Start date = 19 November 2024
End date = 19 November 2024
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