Major Assignment: MPA502 Business and Company Law Case Study

This assignment presents a detailed case study analyzing various business law issues faced by John, involving the sale of his cars and subsequent legal disputes. The analysis covers three key scenarios: a potential fraudulent contract with Anita, a case of professional misconduct by John's solicitor Claire, and a breach of contract with a car dealer named Nigel. The assignment examines the validity of contracts, breach of trust, and professional ethics, referring to English contract law principles. It assesses the actions of each party, the legal implications, and potential claims John can pursue. The analysis includes a diary note using the IRAC method to structure the legal arguments, evaluating offer, acceptance, consideration, and consent within the context of each case, offering a comprehensive evaluation of the legal positions and the possible outcomes, considering elements like negligence, free consent, and professional conduct.

A case study of
business law

Mr. john
St. Louis park , house no. 247
15 July 2022
I have reviewed the matter that you had submitted to us regarding the issues mentioned in
your testimony. My study and research below will help you out to meet your claim. Below
mention are some legal action which may help you to file a case against Anita, Clair and Nigel.
Considering the facts of a matter, there are three different parties against whom claim is to be
sought individually, which means it is necessary to identify from where the issue raised between
parties. The first issue established right after Mr. John learned that Anita misrepresented the
documents and took signature of Mr John knowingly and intentionally to fraud. In this case,
Anita with intent to fraud took signed of Mr John in a contract of sale. As there was no
negotiation was made on the price of car and no valid acceptance moved from the john therefore,
the contract of sale does not stand valid in my observation.
In case two, Claire who is John's solicitor, signifies her willingness to buy his one of the
cars. Claire moved the offer to John to buy his car at 30,000 dollars. John accepted the offer but
he was not satisfied with the consideration for his car and he reluctantly agreed because he
needed the assistance of Claire to resolve his financial crisis. In this case, John was helpless and
was in no position to make negotiation on car deal, he was facing serious financial problems and
he wanted to rely on Clair that she would help him. There is no serious issue I could observe in
this case, but Clair being a solicitor was professionally and ethically wrong. Professional code of
conduct does not allow solicitors to make deals with those who seek professional advice from
them. Against Clair a suit for professional misconduct can be filed by adducing relevant
evidence before court.
In case three, john decides to sell his car to a car dealer named Nigel. They both mutually
agreed on a price of 30,000. Nigel, in this case puts a condition that his offer to buy Johns car till
he closes his business on the same day along with that he drafted a written contract of sale and
expects sign of john on it to complete the sale. John while reading the contract could not
understand the terminology and language of a contract because of legalistic language. John

wanted to talk to his solicitor to understand the contract and request time from Nigel, but Nigel
put condition on offer which compelled john to sigh the contract. Subsequently, on next day
Nigel all of a sudden withdraw from the contract in pursuance of contractual terms printed on
ninth page of a contract. In this case, john was compelled to sign the contract papers and he was
not even allowed to consult with his solicitors. The essentials of of contract were no fully
complied before entering into a contract. In my observation, the contract was not valid.
In first case there was breach of trust. As per English law of contract, before entering into the
contract the parties are required to determine the terms and condition of a contract. Each party
has to signify their willingness to form a valid contract (Wang 2021). A valid contract has certain
essentials which needs to be followed by both the parties. There must be an offer and an
acceptance to an offer. When an offer is accepted it takes the status of an agreement to make an
agreement enforceable at law there must be a consideration (Knapp Crystal,and Prince,2019). A
consideration must be of some value. Every contract must be lawful and made with free consent.
In first case, offer was moved from Anita who signified her willingness to buy John's car and
asked john to bring car at her palace for testing the car. There was only offer and no acceptance
was given because the consideration was not determined between the parties. But from the case
scenario it can be presumed that john had accepted the offer because it had signed the paper
without reading them. Acceptance to an offer only makes an agreement and it is not enforceable
at law at any grounds because lawful lawful consideration is missing here (Cartwright 2019).
Therefore, it was just an agreement and there was no negotiation made between the parties. Anita
with intent to fraud John took signature by falsifying the information which is breach of trust in
the eyes of law. A contract made with intent to fraud by falsifying the information is punishable
by law. Anita prepared a contract deed with a negotiation that a car is to be sold at 10,000. but
there was no negotiation made between Anita and John. It was merely an agreement not a
contract. Therefore john is not liable for this contract.
The second case is professional misconduct by John's solicitor friend Claire who took
advantage of john's financial problems. Solicitors are professional and it is expected from them
to perform and exercise their profession with due care and skill. All the solicitors are required to
registered themselves with the Solicitor Regulation Authority, which binds them to abide by their
professional code of conduct and must work ethically. In this case, solicitor Clair did not abide
by the professional conduct (DiMatteo and et.al 2021). She compelled john to sell his car at her

price which was morally , ethically and professionally wrong. No legal public officer is allowed
to take advantage of their clients unfavourable situations. John compromised in this case and
sold his car to Clair at low rate. The car was valued at 60000, but Clair offered to buy that in
30,000 which showed how insatiable she was. John was facing financial crisis and wanted her
assistance to get legal advice to fight the situation. John in this case can make complaint at
Solicitor Regulation Authority on grounds of professional misconduct.
In third case, the contract was formed but, here a little negligence done from your side
Mr. john because you were very well aware about the fact that you could not understand the
language of contract and you should first consult with your solicitor, you even did try to consult
but due to the time limit and immediate money requirement you signed the contract. But,
subsequently next day the Nigel withdrawal from the contract on the ground of a clause which
was mentioned in page nine of the contract. In this case there is no defence we can find to
counter claim. Because you have given your free consent to the contract and as per contract
Nigel has withdrawn from the contract. You should have consulted with your solicitor friend
before entering into a contract. As per English contract law, ones the acceptance is given and
consideration is determined in a contract with free will then no party can terminate or withdrawal
from contract (Kurbonov 2020). In this case, the court will presume that you were aware about
the terms and conditions of a contract and the withdrawal of Nigel from the contract was legit
and within the ambit of law. There is no defence we can plead against Nigel. English Contract
law, makes certain that each party before entering into a contract must determine terms and
conditions of the contract. Ones the terms and conditions are in notice to the parties and have no
issues than it shall presumed that the parties to contract are willingly and with free consent had
entered into a contract. provided that, a party can only withdrawal or terminate the contract upon
the condition mentioned in a contract, a separate clause for withdrawal or termination of contract
must be inserted in a contract (BONNEVAISES and CONTRATS2020).
Considering all the cases from all dimensions of law, the question comes up that whether
or not there is a valid claim that you seeking for. What I found by observing your submissions
and facts is that you did some negligence in applying your mind. I also consider the situations
and difficulties you were facing which did not give you reasonable prudence to make needful
decisions at the time of making contracts. I can feel your financial and emotional distress during
these dealings and it is very natural to make mistakes in such situations. But the law does not

excuse the mistake of law , but we will try hard to bring the case into our favour (Tan 2020). The
parties with whom you contracted have not taken you seriously and their fraud intention is
apparent. Based on equity and mistake of facts we can bring case in our favour. In first case can
give strong fight because, there was no price negotiation fixed between you and Anita. In second
case , on grounds of professional misconduct we can make answerable to solicitor Clair. In case
three, we might not make well because there was negligence on your part Mr John.
To sum up the entire case scenario and based on my understanding and research, I believe
that court would consider your problems and difficulties. From the evidence and facts in first two
cases it is clear that there was no transaction and no valid contract constituted between you and
Anita and Clair.
At last, I hope my understanding and suggestions would help you out to tackle this
situation affirmatively and in case you want to further discuss on related case, you are free to call
us at our office.
Yours respectfully
2) Diary Note:
Issues :
1. The question is that whether john have a valid claim for obtaining relief against Anita,
Clair and Nigel.
2. Whether the court will admit and consider the plea of john who bona-fide performed his
part in the contracts.
3. Whether the issues falls within the jurisdiction of English common law.
Rules :
 The issues in given case will cover under English contract law. In context of first case,
where Anita offered to buy the car of John, wherein John never accepted the offer as
there was no price negotiation was determined between John and Anita. Therefore, the
document of contract of sale is not enforceable at law. In case of Abu Dhabi National
Tanker Co. versus Product Star Shipping Ltd, it was held by lord justice Leggatt, that
the contract must be made with honesty and in good faith and it must not be made with
intent to cause other party loss.

 In the second case, a complain can be made at Solicitor Regulation Authority,because
there was a pure professional misconduct by solicitor Clair. She took unfair advantage of
his friend John who was financially disturb and took his car at low prove than the actual
value. AIB Group (UK) PLC versus Mark Redler & Co Solicitors (2013), in this case
judge had found professional negligence and has committed a breach of trust with the
party on part of property remortgage advance which was released to the creditor other
than discharge the legal charge of the property.
 In third case, there seems a negligence on part of the john as he did not consult with his
council before signing the sale contract.
Analysis
considering all the facts and situation of the case the observation made is that for a
contract to make enforceable at law needs to fulfil all the essential requirements of a valid
contract which includes. Free consent, offer, acceptance and law full consideration (Mitchel
2019). In the given case there was offer and consideration but price negotiation was not
determined and contract was executed by falsifying information with intent to fraud. There was a
professional misconduct on part of by the solicitor who's job is to consult their client but
unfairly took advantage of the clients situation. In the last case, there was a negligence or a
mistake due to lack of application of prudence. In all the situation john was innocent but the
other parties intentionally and knowingly fraud john.
CONCLUSION
From the above case, it is evident to conclude that before entering into a contract, parties
to contract must discuss all the relevant terms and conditions to be mentioned and apply in the
agreement. A contract to make enforceable at law requires to full fill essential condition such as,
offer, acceptance, consideration and intention. Failing to comply any essential will result into
invalid contract and cannot be enforceable at law. In this report, an advice letter is forwarded to
Mr. John who seeks legal action against Anita, Clair and Nigel. The report has highlighted the
rights and liabilities of Mr. John and other parties within the legal framework along with legal
suggestions and advice to Mr. John.

REFERENCES
Books and Journals
Cartwright, J., 2019. Insights from outside the common law. In Reimagining Contract Law
Pedagogy (pp. 213-227). Routledge.
DiMatteo, L.A.,and et.al 2021. Once More unto the Breach: A Comparative Analysis of the
Meaning of Breach in Contract Law. Transnat'l L. & Contemp. Probs., 31, p.33.
Knapp, C.L., Crystal, N.M. and Prince, H.G., 2019. Problems in Contract Law: cases and
materials. Aspen Publishers.
Kurbonov, R., 2020. CONSEQUENCES OF CONTRACT RESTRICTIONS: COMPARATIVE
ANALYSIS. In ИННОВАЦИОННЫЕ ПОДХОДЫ В СОВРЕМЕННОЙ
НАУКЕ (pp. 89-95).
LA BONNE, F.D.L.C., VAISES, U. and CONTRATS, D., 2020. GOOD FAITH IN
CONSTRUCTION CONTRACTS: COMPARING FRENCH AND ENGLISH
CONTRACT LAW APPROACHES.
Mitchell, C., 2019. Remedies and Reality in the Law of Contract. In Research Handbook on
Remedies in Private Law. Edward Elgar Publishing.
Tan, Y., 2020. Large-scale Construction Project Management: Understanding Legal and Contract
Requirements. CRC Press.
Wang, Y., 2021. Disgorgement remedies for breach of contract (Doctoral dissertation, Queen's
University Belfast).