ON APPEAL FROM THE HIGH COURT OF JUSTICE
QUEEN'S BENCH DIVISION
His Honour Judge Richard Seymour Q.C.
Strand, London, WC2A 2LL
B e f o r e :
LORD JUSTICE JACKSON
LORD JUSTICE PATTEN
| DESTINY 1 LIMITED
|- and -
|LLOYDS TSB BANK PLC
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A Merrill Communications Company
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Mr. Giles Wheeler (instructed by Foot Anstey) for the respondent
Hearing date : 23rd June 2011
Crown Copyright ©
Lord Justice Moore-Bick :
"63. The case of Destiny in this action depended critically upon the isolation from a chain of correspondence and continuing discussion of a single letter dealing only with one aspect (the consequences of Lloyds entering into the Lloyds Guarantee on Nisa's standard form of guarantee) of one part (the possibility of Lloyds entering into such guarantee) of the Package of transactions under discussion, which included the refinancing of Mr. Khalid's loans from HSBC and the unsecured overdraft on the Lloyds' account in relation to the Costcutter Business, the provision of overdraft facilities by Lloyds to Destiny, and the giving of security to Lloyds in the form of legal charges over real property, the Khalid Guarantee and the Debenture. It is, I think, clear, that what was under consideration was the whole Package, and that, at the time, neither Lloyds nor Mr. Khalid had any thought that component parts of the Package being discussed might be agreed in separate contracts.
64. I am satisfied on the evidence that the parties did not intend to enter into a contract simply in relation to the Lloyds Guarantee. Thus the contract upon which Destiny relied was not made out and this action fails".
Lord Justice Jackson:
Lord Justice Patten: