MH Corporate

Tuesday 16th April, 2013


An important reminder of the need for careful drafting in agreements

The recent case of Sycamore Bidco Ltd v Breslin [2012] EWHC 3443 (Ch), highlights the importance of precise drafting in ensuring that warranties and representations are only given where intended.

The case related to the sale of a company (the “Company”), where in the sale agreement (the “Agreement”), the sellers gave an express warranty that certain pre-transaction audited accounts (the “Accounts”) were accurate. After completing the purchase, one of the buyers claimed there had been errors in the Accounts which meant the Company’s turnover had been overstated.