Ingram v Little [1961] 1 QB 31

Key points

  • In oral contracts made face-to-face, there is a rebuttable presumption that one intends to contract with the person physically present
  • Whether it is rebutted is a question of fact to which the nature of the contract is relevant

Facts

  • A third-party rogue pretended to be PGM Hutchinson, an affluent individual, to buy a car from C
  • C agreed to sell the car to the rogue in return for payment by cheque
  • The rogue sold to car dealers (D), who had no notice of the fraud
  • C sued to D in tort for conversion

Held (Court of Appeal)

  • C’s claim was allowed; D was liable in conversion
  • D did not have good title to the car as the contract between C and the rogue was void

Pearce LJ

Presumption in face-to-face cases

  • In a face-to-face contract, the offer is addressed to the person physically present, therefore prima facie that person is the person to whom the offer is made
  • But while difficult, it is not impossible to rebut the prima facie presumption that the offer can be accepted by the person to whom it is physically addressed
  • Whether the presumption is rebutted is a question of fact, to which the nature of the contract has a strong bearing:
    1. Where a painter misrepresents himself as famous painter the contract is void as the offer is made to the famous painter
    2. Where a person buying goods in a shop misrepresents himself as a well-known figure, the contract is valid as the shopkeeper was selling to the world at large

Current case

  • At the beginning of negotiations, identity of buyer was of no importance, C were content with selling to any purchaser
  • But they accepted cheque on the basis that he was an affluent individual
  • The contract was void

Distinguishing Phillips v Brooks

  • The name of Sir George Bullough was not mentioned until after the deal had apparently been concluded and the cheque in payment of the goods had been or was being written out

Devlin LJ dissenting

He proposed a just apportionment approach:

  • Loss should be divided between 2 innocent parties to achieve justice
  • If two parties were innocent, loss should be apportioned equally
  • If one party is at fault, the party at fault should suffer most or all of loss

Justification

  • Whether D should pay C for conversion should not depend on voidness or voidability since D took no part in conversation between TP and C

Commentary

  • Law Reform Committee Report on ‘Transfer of Title to Chattels’ recommended that where there is a mistake as to identity, the contract should be voidable rather than void
  • The result in this case was rejected in Shogun Finance v Hudson, but the approach of both Pearson LJ and Devlin LJ can be useful for essays