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Lawbite: Defective notices - saved by the reasonable recipient once again

  • United Kingdom
  • Real estate
  • Real estate dispute resolution
  • Real estate litigation

29-07-2022

Turner and others v Thomas and another [2022] EWHC 1239 (Ch)

The High Court has held that a notice to quit an agricultural holding, which was served on a former tenant shortly after he had assigned the tenancy to a company of which he was the sole director and shareholder (without the knowledge of the landlord), was effectively served and terminated the tenancy.

Mr Thomas occupied an agricultural holding pursuant to a yearly oral tenancy, which did not include a prohibition against assignment. Without notifying his landlord, Mr Thomas assigned the tenancy to a company of which he was the sole director and shareholder. The company’s registered address was Mr Thomas’s home address.

Shortly after the assignment, the landlord passed away and his executors served a notice to quit. The notice and the letter serving the same were addressed to Mr Thomas, not the company to which the tenancy had been assigned. It was served at Mr Thomas’s home address, which was also the company’s registered address. No counter-notice was served and the company disputed the validity of the notice. 

The Court considered whether the judge at first instance had correctly applied the test in Mannai Investment Co Ltd v Eagle Star Assurance Co Ltd [1997] to the notice. The key question for the Court to consider was whether in applying the Mannai test, the notice was capable of being interpreted as being

addressed to and served upon the company, in circumstances where the reasonable recipient knew that the landlord was unaware of the assignment of the tenancy.

In applying the Mannai test, the Court upheld the decision at first instance that the notice was valid. The judge based his decision on the following reasons:

  1. The Agricultural Holdings Act 1986, which applied to the tenancy, does not specify any requirements for the form or content of the notice to quit
  2. The notice to quit that had been served identified the correct lease as that which had been granted to Mr Thomas
  3. The correct land was identified in the notice
  4. The tenancy had been assigned to the company and the landlord had been unaware of this

It was held, therefore, that a reasonable recipient would have understood that the notice to quit required the tenant to deliver up possession on the holding. More importantly, as the reasonable recipient in the same circumstances would have known that the company was the tenant, they would have understood that the notice should have been addressed to the company. 

Key points:

  •  whilst in this case, Mannai came along again to save the day, it is important to remember that relying on the reasonable recipient test will not cure all issues
  • if a notice clause states that a particular notice must be given on pink paper, it will not be validly served if the purported notice is on blue paper, even if the intention to give the particular notice is very clear - as Lord Hoffmann put it in Mannai. This means that if a requirement within a notice clause is not met, the reasonable recipient test will not save a defective notice