Agricultural Holdings (Notices to Quit) Act 1977, section 2(1) — Validity of counternotice — Whether a counternotice under section 2(1) was valid when given by two only out of three joint tenants, the third being a company wholly owned by the landlords — Partnership agreement between the two individual joint tenants and the company joint tenant provided expressly that no counternotice could be served without the consent of the company — Under tenancy agreements land was let to the individuals and the company to farm in partnership, although the company played no actual part in the farming business and had no interest in it save for a small entitlement to profits — Landlords served notices to quit on the joint tenants and at the same time the company served on the individual partners notice of dissolution of partnership — The two individual joint tenants, but not the company, served counternotices on the landlords in purported compliance with section 2(1) of the 1977 Act — Landlords brought an action claiming that the counternotices were invalid, relying on the general rule of statutory construction that in the case of a joint tenancy ‘the tenant’ means all the joint tenants — Nourse J held that the counternotices were valid and effective and the plaintiff landlords brought the present appeal — Court of Appeal first considered earlier case law, such as Leek and Moorlands Building Society v Clark, from which the principle to be derived seemed to be that all joint tenants must concur in the renewal of a tenancy; on this principle, as a counternotice was designed to secure (contingently) a renewal, all joint tenants should join in it — Later decisions were divided into two groups, those taking a strict and those taking a more flexible view of joint proprietorship — The former included Jacobs v Chaudhuri, T M Fairclough & Sons Ltd v Berliner and Newman v Keedwell — The latter included Howson v Buxton, Lloyd v Sadler, and the decision of Nourse J in the present case — Nourse J, distinguishing Newman v Keedwell and deriving guidance from Lloyd v Sadler, decided that the true purpose of section 2(1) of the 1977 Act was to give security to those who needed it and that the individual joint tenants in the present case, like the occupying tenant in Lloyd v Sadler, needed security — Court of Appeal did not feel able to accept Nourse J’s flexible construction of ‘the tenant’, but in the end arrived at the same conclusion, that the counternotices were valid, by a different route — The court accepted that ‘the tenant’ in the case of a joint tenancy must mean all the joint tenants — It might be possible, in cases where one of the joint tenants was the landlord in person, to regard ‘the tenant’ as meaning all the joint tenants except the landlord, but it would be difficult to extend the definition to cover a company merely controlled by the landlord — The problem in the present case could, however, be resolved if the restrictive condition in the partnership agreement, prohibiting a counternotice without the company’s consent, were found to be void as against public policy — In that case the two individual joint tenants would have been able to serve the counternotices on behalf of the partnership — On the principle of Johnson v Moreton, a condition in a tenancy agreement by which three joint tenants, one of whom was also the landlord, undertook not to serve a counternotice would be void as against public policy –|page:7| Although issues of public policy were difficult, it would seem immaterial that the condition was in an associated partnership agreement rather than in the tenancy agreement and was in favour of a landlord-controlled company — Hence the counternotices were valid — Appeal dismissed
The appellants, plaintiffs in the action before Nourse J, were the trustees of the will of the late Col Hugo Meynell and were the freehold owners of three areas of agricultural land at East Ferry and Wildsworth in Lincolnshire, which had been let on annual tenancies to the respondents (defendants below). The respondents were two brothers, R H and J D Staples, and a company called Laughton Contracting Co Ltd. This company was wholly owned by the appellants, all the appellants being shareholders in it and two of them being directors. Although the company was a party it did not, for obvious reasons, take any part in the proceedings.
The judgment of Nourse J was reported at [1985] 1 EGLR 1; (1985) 273 EG 193. Derek Wood QC and Miss Joanne Moss (instructed by Pinsent & Co, of Birmingham) appeared on behalf of the appellants; Harold Burnett QC and Anthony De Freitas (instructed by Hayes, Son & Richmond, of Gainsborough, Lincs) represented the respondents, R H and J D Staples.
Giving judgment, SLADE LJ said: This is an appeal by the four plaintiffs in landlord and tenant proceedings from a judgment of Nourse J given on October 31 1984. The principal question in the case is whether a counternotice, purporting to be served on behalf of a partnership of three persons and requiring that section 2(1) of the Agricultural Holdings (Notices to Quit) Act 1977 (‘the 1977 Act’) shall apply to a notice to quit, is valid, where it is given by only two of the three partner-tenants, but the third is a company wholly owned by the landlord, whose consent to the service of any such notice is required by the express terms of the partnership agreement.
The plaintiffs are the trustees of the will of the late Col Hugo Meynell. They are the freehold owners of all the land in question. The three defendants are Mr R H Staples and his brother, Mr J D Staples, to whom I shall refer as ‘the Staples’, and a company wholly owned by the plaintiffs called Laughton Contracting Co Ltd (‘Laughton’). All the plaintiffs are shareholders in Laughton and they include two of its four directors.
On September 12 1977 the Staples and Laughton entered into a written partnership agreement by which they agreed that they should form a partnership to farm Bramley Farm, Laughton, Lincolnshire (which the Staples were already farming) as from September 29 1977 under the name ‘Staples Brothers’, provided that a tenancy of the farm was granted to the partners and any such tenancy should form partnership property. Clause 3 provided:
The partnership shall commence on September 29 1977 and shall continue for five years and thereafter unless and until dissolved by any Partner giving to the other Partners not less than 12 months written notice of dissolution such notice to take effect on the first anniversary of September 29 next following the date of the notice Provided always that Laughton may not serve notice of dissolution except following a breach of this agreement by another Partner, or if a notice to quit has been given in respect of the new tenancy or any extension thereof Provided further that Laughton may serve notice of dissolution during the initial term of 5 years if such a notice to quit has been given and either any report shall have been commissioned or published on the law or relating to security of tenure of agricultural tenants or legislation or other governmental act shall have been announced or introduced in Parliament with a view to altering such law.
I take the following summary of the later provisions of the partnership agreement verbatim from the learned judge’s judgment:
Clause 6 provided that Laughton should not be liable to contribute capital to the partnership. Clause 7 provided that profits should be computed on the same basis as that employed in the computation of the profits of the Staples for previous accounting periods, save that no item of expenditure on capital equipment in excess of a certain amount was to be debited to profit and loss account without Laughton’s consent in writing. The profits were to belong to the partners, as to an amount equal to the rent for the time being payable, to the Staples in such proportions as they might from time to time agree, and subject thereto to Laughton and the Staples in the proportions 7 1/2% and 92% respectively. Losses were to be borne by the partners in the same proportions as they were entitled to share profits. By clause 10 each of the Staples agreed diligently to attend to the partnership business, to devote a reasonable amount of time and attention thereto subject only to annual and other holidays on a basis to be agreed between them, and to farm the land in accordance with the rules of good husbandry and to observe the terms of the relevant tenancy or tenancies. Clause 11 was in the following terms: ‘The Staples shall together have complete conduct of all negotiations leading to the grant of the new tenancy and thereafter in connection therewith, including any rent review (and the service of notice and settlement of compensation under Section 34 Agricultural Holdings Act 1948 (‘the Act’) but after 29th September 1982 no partner may serve a counternotice under Section 24 of the Act without the consent of Laughton’.
Clause 12 provided that the Staples should have complete conduct of the business of the partnership. Clause 13 provided that on the death, bankruptcy or retirement of either of the Staples his share in the partnership should accrue to the other of them on payment as therein mentioned. Clause 14 gave the Staples certain rights to require Laughton to retire from the partnership in the event of its winding up, whereupon Laughton’s share would accrue to them without payment save for its share of undrawn profits. Clause 15 provided in effect for the provisions of the Partnership Act 1890 as to winding up to apply on a dissolution of the partnership, except that any surplus was to be divided between the Staples in the same proportions as they were entitled to share profits. These provisions can be summarised by saying that Laughton was to play no part in the partnership business and to have no interest in it save for its small share of profits.
On November 23 1977 the plaintiffs and the three partners signed a tenancy agreement whereby the partners were granted a yearly, non-assignable tenancy of Bramley Farm from September 29 1977 at an initial yearly rent of £5,328.
On October 6 1978 the Staples and Laughton entered into a second written partnership agreement whereby they agreed that they should form a partnership to farm further land at Wildsworth, Lincolnshire, as from November 25 1977, provided that a tenancy of the land was granted to the partners and any such tenancy should form partnership property. Though there were certain small differences between the provisions of the two partnership agreements, I think that in all respects material for present purposes their provisions were the same; like the learned judge, I will therefore hereafter refer to the provisions of the two agreements by reference to those contained in that dated September 12 1977.
The terms of the partnership agreements thus clearly contemplated two things. First, at all times relevant for present purposes, Laughton was to have the right to serve 12 months’ notice of dissolution to take effect on the first anniversary of September 29 next following the date of the notice if notice to quit had been given in respect of the new tenancy or any extension thereof. Second, no partner was to be free to serve a counternotice under section 24 of the 1948 Act without Laughton’s consent.
Also, on October 6 1978, the plaintiffs and the three partners signed two tenancy agreements whereby the partners were granted yearly, non-assignable tenancies of certain lands at Wildsworth from November 25 1977 at initial yearly rents of £1,587 and £1,856.
In due course the tenancy of some parts of the land at Wildsworth was surrendered. In the result, the three areas of land still subject to the three tenancies as at September 1983 comprised about 210 acres.
The partnership agreements show that it was originally intended that there should be two separate partnerships, one to farm two of the areas under the name ‘Staples Brothers’ and the other to farm the third under the name ‘Staples Brothers (Wildsworth) Partnership’. However, the accounts suggest that the two partnerships were treated as one, and, as the judge said, the point is of no importance.
The accounts of the partnership for the six years to September 29 1983 and the annual reports and accounts of Laughton for the five years to March 31 1982 are in evidence. The former accounts show that up to September 29 1983 the partnership either made a loss or did not make sufficient profits to exceed the amount of the rents for the time being payable in respect of the tenancies, with the result that no share of profits ever became payable to Laughton. It appears that the only activity of Laughton was trading in partnership with the Staples.
By three notices to quit dated September 26 1983 and served on the same day, the plaintiffs gave to the Staples and Laughton notice to quit the three areas of land on September 29 1984. By two notices dated September 28 1983 and served on the same day, Laughton gave the Staples notice of dissolution of the two partnerships, also to take effect on September 29 1984.
On or about October 14 1983, without Laughton’s consent, the Staples served on the plaintiffs three counternotices. Each was headed ‘Agricultural Holdings (Notices to Quit) Act 1977’ and specified the area of land in respect of which it was given. The material part of each notice was in these terms:
Pursuant to the powers and provisions of the above Act WE HEREBY GIVE YOU NOTICE that we require that sub-s (1) of s 2 of the above Act shall apply to your Notice to Quit in respect of the above land served on us and dated 26th September, 1983. This Notice is not to be taken as any admission on our part|page:8| as to the validity of your Notice to Quit and it is given without prejudice to any points arising thereon.
Each notice was dated October 14 1983 and signed by the two Staples ‘On behalf of’ the relevant partnership, which was described as ‘Tenant’.
On November 11 1983 the plaintiffs issued proceedings against the Staples and Laughton by which they sought declarations that the three counternotices were of no effect and that the three tenancy agreements would accordingly determine on September 29 1984. The Staples counterclaimed for a declaration that the three counternotices were valid.
At the trial of the action, which took place in the Vacation Court on September 5 1984, Laughton took no part in the proceedings and no oral or affidavit evidence was adduced on either side. As the learned judge recorded, there was no agreed statement of facts and the only materials placed before him were the pleadings and an agreed bundle consisting of the documents already mentioned and two letters of September 6 1977 (which have not been referred to in argument before us). As regards any matters of fact, we are therefore obliged, as he did, to proceed simply on the basis of the documentary evidence before us. Except in so far as this appears from the documents, we have no evidence of the background to the execution of the partnership agreements and tenancy agreements.
Relevant statutory provisions
Section 2 of the 1977 Act, of which the relevant provisions were formerly contined in section 24 of the 1948 Act (referred to in clause 11 of the first partnership agreement) imposes a number of restrictions on the operation of a notice to quit an agricultural holding in a case where the tenant is unwilling to accept the notice. Thus section 2(1) provides:
Where — (a) notice to quit an agricultural holding or part of an agricultural holding is given to the tenant thereof; and (b) not later than one month from the giving of the notice to quit the tenant serves on the landlord a counter-notice in writing requiring that this subsection shall apply to the notice to quit, then, subject to subsection (2) below, the notice to quit shall not have effect unless the Tribunal consent to its operation.
Section 2(2) provides that ‘Subsection (1) shall not apply in any of the Cases set out in subsection (3) below.’
Section 2(3) lists a number of particular cases, none of which have any relevance on the facts of the present case, save that a reference to a ‘sole surviving tenant’ in Case G makes it clear that Parliament implicitly recognised the obvious possibility that a tenancy agreement might name two or more persons as joint tenants.
The general pattern of these three subsections is thus as follows. In any of the cases set out in subsection (3) the restrictions imposed by section 2 on the operation of notices to quit do not apply at all. In other cases, it is a condition precedent to their application that, not later than one month from the giving of the notice, ‘the tenant’ (the italics are mine) serves on the landlord the requisite written counternotice. If in such other cases ‘the tenant’ has duly done this, the notice to quit will be inoperative unless the agricultural land tribunal consents to its operation. If the tribunal does not consent to its operation, the tenancy will continue, together with the mutual rights and obligations of the respective parties under the tenancy agreement.
The 1977 Act itself contains no definition of the word ‘tenant’ and therefore gives no explicit guidance as to the manner in which the word is to be construed when the provisions of section 2(1)(b) fall to be applied to a case where there is more than one tenant. However, section 12(2) (a) of the 1977 Act provides, except where the context otherwise requires, that that Act and the Agricultural Holdings Act 1948 shall be construed as one. Section 94(1) of the 1948 Act, so far as material, provides that, unless the context otherwise requires, ‘tenant’ means: ‘the holder of land under a contract of tenancy . . .’. By virtue of section 1(1)(b) of the Interpretation Act 1889 the singular phrase ‘the holder of land’ would include the plural ‘unless the contrary appears’.
It is not in dispute that a counternotice in proper form served by one or more of several tenants of land on behalf of all the tenants with the actual authority of the other tenants will suffice to satisfy the requirements of section 2(1)(b) of the 1977 Act. That much is common ground. The question of statutory construction that arises in the present case concerns the effect of the service of such a counternotice by some only of the tenants without such actual authority, and indeed contrary to the wishes of the other tenant(s).
Some earlier decisions
At this point it is convenient to refer to some earlier decisions which illustrate the position at common law of joint lessees and have recently been helpfully reviewed by Mr Donald Rattee QC sitting as a deputy judge in Parsons v Parsons [1983] 1 WLR 1390. In Doe d Aslin v Summersett (1830) 1 B & Ad 135 it was held that a notice to quit signed by one of several joint tenants on behalf of the others is sufficient to determine a tenancy from year to year, as to all. Lord Tenterden CJ, in the course of his judgment (at p 140), said:
Upon a joint demise by the joint-tenants upon a tenancy from year to year, the true character of the tenancy is this, not that the tenant holds of each the share of each so long as he and each shall please, but that he holds the whole of all so long as he and all shall please; and as soon as any one of the joint-tenants gives a notice to quit, he effectually puts an end to that tenancy; the tenant has a right upon such a notice to give up the whole, and unless he comes to a new arrangement with the other joint-tenants as to their shares, he is compellable so to do.
That case was decided before the reform of the law relating to the joint ownership of land by the Law of Property Act 1925. However, it was considered in a subsequent case, Leek and Moorlands Building Society v Clark [1952] 2 QB 788, where it was relied on to support an argument that one of two joint owners of a tenancy could bind the other by a unilateral surrender of the tenancy. The Court of Appeal rejected this argument, holding that a tenancy held jointly could be surrendered only by the act of all the joint tenants. It distinguished the decision in Doe d Aslin v Summersett, but cast no doubt on its correctness. Somervell LJ in the course of delivering the judgment of the court said (at p 793):
A periodic tenancy renews itself unless either side brings it to an end. But if one of two or more joint lessees does not desire it to continue, we would have thought that it was in accordance with Lord Tenterden’s principle, and with common sense that he should be able to make that effective.
The Court of Appeal thus clearly accepted the position at common law that a periodic tenancy is to be continued into the next period only if all the holders of the joint tenancy or the reversion so wish and that, if one does not, he is at liberty, on his own, to determine the tenancy.
More recently in Greenwich London Borough Council v McGrady (1982) 81 LGR 288* this court applied the same principle in holding that one of two joint weekly tenants could give an effective notice to the landlords to terminate the tenancy. Sir John Donaldson MR, after citing from the judgments in Leek and Moorlands Building Society v Clark, said (at p 290):
In my judgment it is clear law that if there is to be a surrender of a joint tenancy, that is, a surrender before its natural termination, then all must agree to the surrender. If there is to be a renewal, which is the position at the end of each period of a periodic tenancy, then again all must concur.
*Editor’s note: Also reported at (1982) 267 EG 515, [1983] 2 EGLR 32.
The substantial effect of the service of a valid counternotice by or on behalf of joint lessees pursuant to section 2(1)(b) of the 1977 Act is to achieve a renewal of the tenancy, subject only to the tribunal’s withholding its consent to the operation of the notice to quit. If, therefore, the legislature, in enacting section 2(1)(b), had in mind the well-established principles at common law as set out in the Leek and Moorlands Building Society case, one might have expected it prima facie to contemplate that, if there was to be an effective counternotice in the case of a joint tenancy, then all tenants must concur.
However, where the phrase ‘the tenant’ is used in a statute, the proper meaning to be attributed to it must no doubt depend on its context. In two cases which were referred to by the learned judge in the court below and decided in the context of particular statutes other than the 1977 Act, the court construed it as meaning in effect ‘the joint tenants or any one or more of them’. The first was Howson v Buxton (1928) 97 LJKB 749. That case concerned section 12 of the Agricultural Holdings Act 1923, of which subsection (7) provided:
Compensation shall not be payable under this section — . . . (b) unless the tenant has, not less than one month before the termination of the tenancy, given notice in writing to the landlord of his intention to make a claim for compensation under this section . . .
The tenancy in that case was held by two persons, but only one of them had any interest in the chattels for which compensation was sought and it was he alone who gave notice to the landlord under section 12(7). The Court of Appeal held that the notice was valid. Scrutton LJ said at p 753:
It is clear that one mischief that it was intended to avoid was the loss caused to people who had to remove their household goods or sell their agricultural implements at the termination of the tenancy, and it would be an extremely|page:9| common thing that one tenant might own the household goods and the agricultural implements, and that he might suffer loss by having to remove them, and that the other joint tenant might suffer no loss at all. That is the mischief which Parliament intended to deal with and to provide a remedy for. I think I am justified in adopting the construction that where there is a tenant, although he is only one of the tenants who suffers damage by having to move his household furniture and his agricultural implements, that tenant, although he is only one of the joint tenants, can recover by giving a notice.
Sankey LJ, though giving additional reasons, agreed (at p 757) with the reasons given by Scrutton LJ. Greer LJ reached the same conclusion, but on the grounds that the giver of the notice was agent for both tenants.
However, the context of section 12(7) of the 1923 Act was a special one, as appears from the following observations in the judgment of Winn LJ in Jacobs v Chaudhuri [1968] 2 QB 470 at p 496, in which the Court of Appeal, by a majority, held that one of two joint tenants was not ‘the tenant’ within the meaning of section 24(1) of the Landlord and Tenant Act 1954 and therefore could not apply for the grant of a new tenancy:
First, the statute which was construed, the Agricultural Holdings Act, 1923, imposed a general obligation upon landlords of agricultural holdings to pay compensation of the kind to which it referred, and the provision that compensation should not be payable ‘unless the tenant has . . . given notice’ represents an exception from this general provision, and, therefore, requires to be strictly construed; second, the subject-matter of the right granted to the ‘tenant’ was his personal belongings in the form of household goods, farm produce, etc, and not the tenancy; it follows that he was entitled to compensation qua owner of those goods, not qua owner of the tenancy; third, no continuing or bilateral set of obligations were involved; only a single unilateral obligation to pay money; fourth, as Scrutton LJ recognised, one of several tenants could effectively claim only in respect of his own separate property and any notice given by any tenant would refer only to his property.
The second of the two cases particularly relied on by Nourse J was Lloyd v Sadler [1978] 1 QB 774. In that case the issue was whether one of two joint holders of a protected tenancy, who alone remained in occupation of the premises, was entitled to claim the benefit of section 3(1)(a) of the Rent Act 1968, which provided: ‘. . . after the termination of a protected tenancy of a dwelling-house the person who, immediately before that termination, was the protected tenant of the dwelling-house shall, if and so long as he occupies the dwelling-house as his residence, be the statutory tenant of it; . . .’.
The Court of Appeal answered this question in the affirmative. Megaw LJ (at pp 786-787) said:
In my opinion, the judgment of Scrutton LJ in Howson v Buxton shows that, where the strict application of the doctrine of joint tenancy would lead to unreasonable results, or results which the legislature is unlikely to have intended, it is permissible for the court to conclude that the legislature did not so intend but that, instead, in such a case, the phrase ‘the tenant’ where there is a joint tenancy, is to be read as meaning ‘the joint tenants or any one or more of them’.
There is thus authority that the doctrine of joint participation by joint tenants is not a sacrosanct or immutable doctrine of statutory interpretation, where such phrases as ‘the tenant’ and ‘the tenancy’ are used. Where, then, is the line to be drawn? When does a suggested exception become a heresy? In the present case I believe that, for the purposes of section 3(1)(a) of the Act of 1968, the freedom from strict doctrinal restraint should, as in Howson v Buxton, be held to apply.
Lawton LJ (at p 789) said:
As the Act gives protection to persons, not to legal concepts such as joint tenants, I am entitled, in my judgment, to construe section 3(1)(a) so as to allow one of two joint tenants to become ‘the statutory tenant’.
A little later (at p 790) Lawton LJ said:
The object of the Act of 1968 was to give security of tenure to persons, and one of two joint tenants might have wanted it and the other not. The mischief for which Parliament provided a remedy was eviction for reasons other than those which the Act deemed good. If Miss Sadler has to leave the flat because Miss Lunt did not want to stay there any longer, that is not a reason which was specified in the Act. I am satisified that section 3(1)(a) can be construed so that one of two joint tenants can become ‘the statutory tenant’. Any other construction would defeat one of the objects of the Act.
Shaw LJ (at p 791) said:
As has been emphasised in the preceding judgments, the primary object of section 3(1)(a) of the Act of 1968 is to provide security of tenure after the term granted by a protected tenancy has expired. Such security is a matter of personal and individual interest. Even though that interest is not shared by or common to all the erstwhile joint tenants, one or some of them may be in need of the security which the Act affords.
The decisions in Lloyd v Sadler and Howson v Buxton illustrate that there is no immutable doctrine that the phrase ‘the tenant’, when appearing in a statute, must always be construed as referring to all the joint tenants in any case where a joint tenancy is involved. In two further cases, however, one finds the court construing the phrase in accordance with what Megaw LJ in Lloyd v Sadler (at p 783) described as ‘the ordinary law as to joint tenancy, as it affects rights of property’.
In T M Fairclough & Sons Ltd v Berliner [1931] 1 Ch 60 Maugham J held that where there are joint lessees, relief against forfeiture cannot be granted on the application of only one of them under section 146(2) of the Law of Property Act 1925. He said (at p 66):
In the present case in my judgment it is not accurate to say that the second defendant is the lessee. The lessees here are joint lessees — the first defendant and the second defendant. Sub-s 5 of s 146 of the Law of Property Act, 1925, states that ”Lessee’ includes an original or derivative under-lessee, and the persons deriving title under a lessee’; but it does not in any way lead to the conclusion that if there are two or more joint lessees one of them can apply to the Court for relief; . . . if I were to accede to the application on behalf of the second defendant, the result would be that the first defendant would continue to be liable under the onerous covenants contained in these leases, including the onerous obligation to pay rent up to the termination of the leases without, it may be, any prospect of being able to recoup himself by the use of the premises.
The earlier decision which is closest of all to that in the present case is that of Fox J (as he then was) in Newman v Keedwell (1978) 35 P & CR 393*. The facts of that case appear from the headnote to the report:
On April 25, 1973 the plaintiff landlords, as owners of a freehold agricultural farm, entered into a written agreement to grant to the defendants, as joint tenants, a tenancy of the farm from year to year ‘until determined by either the landlords or the tenants on December 25 in any year by 12 months notice in writing’. On January 6, 1976, the plaintiffs gave to the defendants written notice to quit. On January 30 the second defendant served on each of the plaintiffs a counternotice purporting to require that section 24(1) of the Agricultural Holdings Act 1948 should apply to the notice to quit. At the time the first defendant wished the tenancy to be terminated and he gave no authority to the second defendant to serve the counternotices.
*Editor’s note: Also reported at (1977) 244 EG 469.
Fox J granted the plaintiff’s application for declarations that the notice to quit was valid and that the counternotices were of no effect. The second defendant, in the course of argument, relied on Howson v Buxton (supra), but the learned judge thought that decision distinguishable from the case before him (just as I have already concluded it is distinguishable from the present case). He continued (at pp 397-398):
Prima facie it seems to me unlikely that, if a statute or a lease permits a tenant to take some step which may directly alter the duration of the tenancy and there are in fact beneficial joint tenants, it could have been intended that it should be competent to one of the joint tenants to take that step without the authority of the other . . .
In the present case the effect of the service of the notice to quit by the landlord is that the tenancy will determine unless a valid counternotice is given by the tenant. If a valid counternotice is given then the tenancy will continue (unless the tribunal consents to the operation of the notice to quit). Thus the subsisting position after the service of the notice to quit is that the tenancy was determined unless the counternotice is given. It seems to me that if the subsisting position is to be displaced the authority of both joint tenants is necessary because of the serious effect which it has upon their obligations. If the tenancy continues both joint tenants have a continuing liability in respect of the rent and the covenants in the agreement. It is difficult to see why one joint tenant should have these burdens forced upon him against his will when the position in law is that the tenancy cannot continue unless ‘the tenant’ serves a counternotice. It seems to me that the fair reading of ‘tenant’ in section 24(1) is, in the circumstances of this case, ‘the joint tenants’; what it may mean in other sections of the Act 1 need not consider.
A little later, having cited a passage from the judgment of Maugham J in the Fairclough case, Fox J observed (at p 399):
In my view that applies here. It was not at the time of the service of the counternotices, and is not at present, the wish of the first defendant that the tenancy should continue. If the counternotices are valid then, subject to the power of the tribunal to give consent to the operation of the notice to quit, the tenancy will continue, but what continues is the old tenancy. It is not suggested that there is any power in the court to direct the grant of a tenancy to one only of the joint tenants or to release a joint tenant from liability under the covenants in the tenancy agreement. Indeed in many cases it would be quite unfair on the landlord to force him to accept the covenants of one only of the joint tenants.
In the result, Fox J concluded that the second defendant was not competent to give a valid notice, except with the authority of the first defendant.
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The judgment of Nourse J
In argument before Nourse J, counsel appearing for the Staples put their case in two alternative ways. First, he submitted that, on the true construction of the 1977 Act, the giving of an effective counternotice under section 2(1) does not require the concurrence of a corporate joint tenant which is wholly owned by the landlord. Second, he submitted that, notwithstanding the provisions of clause 11 earlier referred to, the Staples did have authority to give the counternotices on behalf of all three partners.
Nourse J did not find it necessary to deal with the second of these submissions because he accepted the first. Having quoted the provisions of section 2(1) of the 1977 Act, he continued ([1985] 1 EGLR 1 at p 2):
The general rule of statutory construction is well settled. In the case of a joint tenancy ‘the tenant’ means all the joint tenants and not just one or some of them. On this principle a counternotice served by only one of two individual joint tenants of an agricultural holding has been held to be of no effect; see Newman v Keedwell (1977) 244 EG 469, [1977] 2 EGLR 4. On the other hand, the Court of Appeal has twice departed from the general rule in cases where they thought that it would lead to unreasonable results which the legislature is unlikely to have intended.
After making a brief reference to Howson v Buxton, the learned judge cited in full the passages which I have cited from the judgments of this court in Lloyd v Sadler. He observed (at [1985] 1 EGLR p 3):
In Lloyd v Sadler the Court of Appeal thought it was fairer to deprive the landlord of one source of rent than to deprive the occupying joint tenant of her protection. In Newman v Keedwell the decision went in favour of the landlord because the continuation of the joint tenancy would have been unfair, not to him but to the joint tenant who wished that it should come to an end. I must now apply the principles which are to be deduced from these two authorities to the circumstances of the present case.
The learned judge thus did not question the correctness of the decision in Newman v Keedwell on its facts. By necessary implication, he accepted that when section 24(1) of the 1948 Act (the predecessor of section 2(1) of the 1977 Act) fell to be applied to the particular facts of Newman v Keedwell, it was correct for Fox J to treat the word ‘tenant’ as bearing the narrower sense ‘the joint tenants’ instead of the wider sense ‘the joint tenants or any one or more of them’. However, the effect of his decision was that, in cases where a joint tenancy is involved, the word ‘tenant’, as appearing in the relevant subsections, should be given a flexible meaning, so that, while in some cases it would fall to be read in the narrower sense, in others it should be read in the wider sense, bearing in mind the purpose of the subsection. He considered that the fair reading of ‘tenant’ in the subsection, in the circumstances of the present case, was in a wider sense.
The reasoning which led the learned judge to his conclusion (see [1985] 1 EGLR at p 3) may, I think, be summarised as follows. By serving notices of dissolution which had the effect of dissolving the partnerships on September 29 1984, Laughton had elected not to continue in occupation of the land. By virtue of their rights to any surplus, the Staples could procure that the full benefit of the tenancies, together with all rights attaching to them, could vest in them to the exclusion of Laughton. The true purpose of section 2(1), he considered, is ‘to give security to those who need it’. In his view there was no distinction in principle between the purpose of that sub-section and section 3(1)(a) of the Rent Act 1968. The Staples, like the occupying tenant in Lloyd v Sadler, needed security; Laughton, on the other hand, like the non-occupying tenant in Lloyd v Sadler, did not. To hold that the Staples are not protected by section 2(1) would, in the learned judge’s view, defeat its purpose. To hold that the counternotices were valid and that the tenancies continued would involve no deprivation of the plaintiffs, since Laughton would remain liable to payment and to perform the tenants’ other obligations. Newman v Keedwell was distinguishable because, on the facts of that case, Fox J had considered that the continuation of its obligations under the tenancies was not a burden which ought to be forced on the dissenting tenant against his will. The present case, however, was a different one, because the continuation of its obligations under the lease would not prejudice or be unfair to Laughton in any real sense, in as much as the persons to whom these obligations are owed own all the shares in Laughton and include two of its four directors and would have nothing to gain by enforcing them. The learned judge summarised his conclusions thus (at [1985] 1 EGLR p 3):
In the circumstances, I am of the opinion that Newman v Keedwell is distinguishable on the facts. Like Mr Langdon-Davies I think that it may be significant that Fox J restricted himself to the fair reading of ‘tenant’ in section 24(1) in the circumstances of that case; see (1977) 244 EG at p 472. I do not think that it is the fair reading in the circumstances of this case. Being unable to seen any distinction in principle between the purposes of the two enactments, and being bound to apply the decision in Lloyd v Sadler, I find myself at a point at which I might not have been able to arrive without its guidance. Mr Langdon-Davies’ first submission succeeds. I hold that the three counternotices dated October 14 1984 are valid.
Issue of statutory construction
The plaintiffs’ submission on the issue of statutory construction is in essence that the learned judge misconstrued section 2(1) of the 1977 Act in holding that ‘the tenant’ in the case of a joint tenancy can, in some cases, mean some (as distinct from all) of the joint tenants. They say that he ought to have held that ‘the tenant’ in the case of a joint tenancy must mean all the joint tenants. They accept that a counternotice duly served by one or more joint tenants with the authority of the other joint tenants will be effective to bind both those other joint tenants and the landlord. However, they submit that a counternotice served by one or more joint tenants without the authority of the others can never be an effective counternotice for the purpose of section 2(1)(b) so as to bind either the landlord or the other joint tenants.
In considering these submissions, I for my part find the decisions in Howson v Buxton and Lloyd v Sadler of only very limited assistance. They certainly show that it is permissible to construe the phrase ‘the tenant’ as meaning ‘the joint tenants or any one or more of them’ when that word appears in a statutory provision and the particular provision indicates the legislature’s intention that it shall bear that meaning in any case where joint tenants are involved. However, both those decisions concerned statutes different from the 1977 Act (in the case of Howson v Buxton very different). And in neither of them did the court attribute the flexible meaning to the word ‘tenant’ which the learned judge favoured in the present case — flexible in the sense that in some circumstances, such as those of Newman v Keedwell, it would bear the narrower sense to which I have referred above, while in other circumstances it would bear the wider sense.
With great respect to the learned judge, I find difficulty in accepting his flexible construction of the phrase ‘the tenant’ as meaning (in effect), in the case of joint tenants, simply those of the joint tenants who ‘need security of tenure’. There seems to me at least two formidable objections to it. First, its impact would be vague and uncertain in its operation. Let it be supposed that there are three tenants of an agricultural holding and that, having served a notice to quit, the landlord then receives a counternotice purporting to be served on behalf of all three tenants, but signed by only two of them, while the third informs him that they had no authority to sign it on his behalf. It could well be said that at least in one sense the first two tenants ‘need security’, to use the learned judge’s phrase. Nevertheless, the legislature, in my view, cannot have contemplated that in such circumstances it should be incumbent on the landlord (who has no association with any of the tenants) to investigate the equities as between the respective tenants with a view to ascertaining whether or not the continuation of the tenancy would be unfair to the joint tenant who wishes that it should come to an end, and thus whether or not he must regard the counternotice as a valid one.
Second, with respect, I think the learned judge’s construction does not take sufficient account of the fact that in cases where there are several tenants, only some may ‘need security’ in the sense that for their own good reasons they wish the tenancy to continue, while others, for their own, no less good, reasons, may wish the tenancy to come to an end. The dispute or difference of opinion between the tenants may well be a genuine one based on substantial grounds. I can see no sufficient reason why the legislature, in enacting section 2(1)(b), should have contemplated that in such circumstances those tenants who wish the tenancy to continue should have the statutory right, by the service of a counternotice, to bind the other tenants to the continuation of the tenancy against their will; the legislature would, I think more probably, have envisaged that in any such case unanimous action by the tenants was essential if a counternotice was to be served. It should be added that if unanimous action cannot be achieved in any other way, it will still be open to the tenants who wish a counternotice to be served to seek a court order to compel the co-operation of their cotenants: see Harris v Black (1983) 46 P&CR 366 and Sykes v Land (1984) 271 EG 1264, [1984] 2 EGLR 8. The tenants who desire the continuation of the tenancy will therefore not inevitably be left without redress, though it is true that the time available to them to make an effective application of this nature may be very short.
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Subject to a possible qualification referred to later in this judgment, I have come to the clear conclusion that, in the context of section 2(1)(b) of the 1977 Act, the phrase ‘the tenant’, in the case of any joint tenancy, must mean ‘the joint tenants’ and not ‘the joint tenants or any one or more of them’. I do not read Fox J’s similar construction of the phrase in Newman v Keedwell as having been limited to the particular circumstances of that case, apart from the particular circumstance that the land in question was let to joint tenants. I find his reasoning compelling and respectfully adopt it, merely adding three points. First and foremost, a clear line of authority, exemplified by the judgments of this court in the Leek and Moorland Building Society case and more recently in the Greenwich London Borough Council case, shows that at common law, if there is to be a renewal of a periodic tenancy held by joint tenants at the end of one of its periods, then all tenants must concur. The substantial effect of a valid counternotice under the 1977 Act (unless the tribunal consents to the operation of the notice to quit) is to renew the tenancy. In these circumstances, it is, in my view, prima facie most unlikely that the legislature would have intended that in the case of a joint tenancy a valid counternotice could be served without the concurrence of all the joint tenants. Second, as I think Mr Burnett on behalf of the Staples accepted, the phrase ‘the tenant’ in section 2(1)(a) of the 1977 Act must in the case of a joint tenancy mean ‘the joint tenants’. Prima facie the same phrase, immediately following in section 2(1)(b), must bear the same meaning. Third, Megaw LJ in Lloyd v Sadler [1978] 1 QB 774 at p 786 referred to the decision of Fox J in Newman v Keedwell with apparent approval, but said that by reason of the nature of the issues in that case it did not assist on the issue before him.
However, the facts of Newman v Keedwell did not contain a special feature of the case now before us; the joint tenants did not include the landlord himself or a company controlled by him. This leads me to consider the possible qualification referred to above. Accepting that the phrase ‘the tenant’ in section 2(1)(b) ordinarily means all the joint tenants in any case where a joint tenancy is involved, does the subsection, by necessary implication, exclude the landlord himself (or a company controlled by him) if he or it happens to be one of the joint tenants?
There are, in my opinion, quite strong grounds for saying that in the particular context where the landlord himself is one of the tenants (not the present case) the word ‘tenant’ in section 2(1)(b) would be capable of bearing more than one meaning, namely, (1) all the joint tenants or (2) all the joint tenants other than the landlord himself; and that the court should prefer the second construction as leading to a ‘sensible and just result complying with the statutory objective’ (see Johnson v Moreton [1980] AC 37 at p 50 per Lord Salmon) instead of adopting a construction which would invalidate a counternotice given in such circumstances, unless the landlord had joined in or consented to its service on himself. On the other hand, I think that the engrafting of further exceptions by a process of statutory interpretation on the ordinary meaning of the phrase ‘the tenant’, to cover the case (such as the present) where one of the joint tenants was merely a company controlled by the landlord or was otherwise associated with the landlord, would present rather greater difficulties, if only because of problems of definition and deciding where to draw the line.
However, I find it unnecessary to express any concluded view on the question whether, as a matter of construction, any exceptions should be engrafted on to what I regard as the ordinary meaning of the phrase ‘the tenant’, as used in section 2(1)(b), in the case where the tenants are more than one in number. Even assuming for the present (as I will assume) that as a matter of statutory interpretation the phrase must mean all the joint tenants, in any case where joint tenants are involved, I am still of the opinion that, for the reasons to be given later in this judgment, the counternotices in the present case must be treated as having been served with the authority of Laughton, even though that authority was not in fact given.
The respondents’ notice
I now turn to the reamended respondents’ notice in which the Staples’ submissions on this question of authority are to the following effect:
1. That the first and second Defendants as partners of the third Defendants were authorised by section 5 of the Partnership Act 1890 and by the terms of the partnership agreements to serve counternotices under section 2(1) of the Agricultural Holdings (Notice to Quit) Act 1977 on behalf of the partnership including the third Defendants unless that authority was lawfully limited.
2. That the clauses in the partnership agreements which purported to limit the Defendants’ power to serve such notices were void as being contrary to the terms of section 2(1) of the said Act and against public policy.
3. That at all material times to the knowledge of the Plaintiff the third Defendants as trustees of the assets of the partnership including the tenancy were under a duty to preserve the tenancy alternatively to give effect to the wishes of the first and second Defendants as the ultimate beneficiaries by joining in the service of or ratifying any counternotices served by the first and second Defendants.
As has already appeared, under the partnership agreements it had been specifically agreed that after September 29 ‘no partner may serve a counternotice . . . without the consent of Laughton’. I will for convenience refer to this as ‘the restrictive condition’. If the restrictive condition was a valid contractual term, the Staples were acting in clear breach of it when they served the counternotices. Correspondingly, on the assumption that the restrictive condition was valid, there could have been no possible question of Laughton acting in breach of a fiduciary duty owed to the Staples (in the manner asserted in para 3 of the respondents’ notice) in refusing to join in the service of the counternotices or to ratify them; by the terms of the condition the parties had given or purported to give Laughton the unrestricted right to take this course; Laughton, on this assumption, would have been in no breach of duty owed to the Staples, legal or equitable.
The contentions advanced in para 3 of the respondents’ notice thus entirely depend on the Staples first establishing the invalidity of the restrictive condition.
The same comment applies to the contentions advanced in para 1. I am inclined to think that the combined effect of section 5 of the Partnership Act 1890 and the provisions of the partnership agreements would have sufficed to give the Staples express authority to serve the counternotice on behalf of the partnership if the partnership agreements had not included the restrictive condition. However, they did include it. If any of the arguments advanced by the Staples in their respondents’ notice are to prevail, they must, in my judgment, first establish the invalidity of that condition. Mr Burnett’s argument to this effect gives rise to issues which are, to my mind, by far the most difficult in this case. Its sheet anchor has been the decision in Johnson v Moreton [1980] AC 37 where the House of Lords unanimously held unenforceable a clause in a lease in the following terms:
The tenant agrees to give possession of the whole of the farm to the landlords immediately upon the determination of the term hereby granted and not in any event to serve a counternotice under section 24(1) of the Agricultural Holdings Act 1948 or to take any steps to claim the benefit of any statutory provision granting security of tenure which may be in force at the time of the determination thereof.
On the face of it this clause was, as Lord Hailsham observed (at p 54):
an open, not to say brazen, attempt to get round the provisions of the agricultural holdings legislation both as it had existed up to that point and as Parliament might enact it in the future at least so far as it provided security of tenure to the tenant.
The routes by which their lordships concluded that the clause was unenforceable were not quite identical, but, for present purposes, were adequately reflected in the following passages from the speech of Lord Salmon. At p 51 D-E he said:
I do not consider that any question of implication arises in relation to section 24(1). Its meaning is plain and unambiguous. It gives the tenant a statutory option to be exercised within one month of receiving a notice to quit. The option is to go voluntarily or to serve a counternotice and remain in possession unless the Agricultural Land Tribunal exercises its very restricted powers of allowing the notice to quit to become effective. The option cannot be exercised any sooner or any later than the subsection prescribes. Nor can it, in my view, be renounced by the tenant in advance. The language of the section makes this plain. Moreover the statutory option was conferred on tenant farmers, not for their personal protection alone, but for the public good.
At pp 52G-53A Lord Salmon said:
The security of tenure which tenant farmers were accorded by the Act of 1947 was not only for their own protection as an important section of the public, nor only for the protection of the weak against the strong; it was for the protection of the nation itself. This is why section 31(1) of the Act of 1947, reproduced by section 24(1) of the Act of 1948, gave tenant farmers the option to which I have referred and made any agreement to the contrary void. If any clause such as clause 27 was valid landlords might well insist upon a similar clause being introduced into every lease; and prospective tenants, having no money with which to buy the land they wanted to farm, would, in reality, have had little choice but to agree. Accordingly if clause 27 is enforceable the|page:12| security of tenure which Parliament clearly intended to confer, and did confer upon tenant farmers for the public good would have become a dead letter.
Mr Burnett has submitted that essentially the same reasoning as was applied by the House of Lords in Johnson v Moreton renders void and unenforceable the restrictive condition in each of the partnership agreements. He also reminded us of the recent decision in Street v Mountford [1985] 1 AC 809 in which Lord Templeman, in the course of delivering the leading speech holding that the appellant was not a licensee but a tenant, said (at p 825G-H):
Although the Rent Acts must not be allowed to alter or influence the construction of an agreement, the court should, in my opinion, be astute to detect and frustrate sham devices and artificial transactions whose only object is to disguise the grant of a tenancy and to evade the Rent Acts.
Mr Burnett specifically disclaimed any suggestion that the agreements in the present case were sham devices, but, further or alternatively to his submission as to the invalidity of the restrictive condition itself, he submitted more broadly that these were artificial transactions whose only object was to evade section 2(1) of the 1977 Act by depriving the Staples of the protection which that Act would otherwise have given them, and that the court should accordingly be astute to frustrate such object.
Mr Wood, for his part, realistically accepted that, for the purpose of his argument in answer to the respondents’ notice, he would not seek to rely on any distinction between the plaintiffs and their wholly owned company Laughton. For this purpose he was content that they should be regarded as one and the same.
I would like, first, to deal briefly with Mr Burnett’s submissions based on the alleged ‘artificiality’ of the transactions. Whatever be the proper meaning to be attached to that word, I am not prepared to attach that label to the transactions now under consideration on the basis of the evidence before the court. As Mr Wood pointed out, and as I think is common knowledge, arrangements are not infrequently made by virtue of which landowners enter into a partnership with one or more other persons on the basis that the partnership will be granted a tenancy of an agricultural holding and that the landowner himself will be what is colloquially known as a sleeping partner. Quite apart from any considerations relating to security of tenure, there may well be good and sufficient reasons (whether of a commercial, family, fiscal or practical nature) why all interested parties should regard such an arrangement as sensible and beneficial. There is nothing contrary to public policy in any arrangements of this nature as such.
In the present case the onus of showing that these arrangements, to all of which they were party, were artificial transactions would fall on the Staples. As I have already said, no oral or affidavit evidence was adduced before the learned judge and there was no agreed statement of facts. It has been suggested that the documentation in the present case itself shows that there were no good reasons for the introduction of Laughton as a cotenant and copartner beyond the desire to circumvent the provisions of section 2(1)(b) of the 1977 Act. Conceivably, if this suggestion had been explored in oral evidence, it might have been borne out. As things are, however, I think that in the absence of any finding or evidence to the contrary, the plaintiffs are entitled to ask the court to assume in their favour that there were good and sufficient reasons for the introduction of Laughton as a cotenant beyond the desire to circumvent the provisions of section 2(1)(b) of the 1977 Act, even though the last five lines of clause 3 of the first partnership agreement (quoted above) clearly showed that the parties had in mind the current law relating to the security of agricultural tenants. For the rest of this judgment I will so assume.
However, the plaintiffs are still faced with a formidable hurdle. The House of Lords decision in Johnson v Moreton establishes beyond argument that if ‘A’ grants a tenancy of an agricultural holding to ‘B’ and the tenancy agreement contains a condition by which ‘B’ agrees never to serve a counternotice under the relevant legislation, that condition is void and unenforceable. It must, I think, inevitably follow from this decision that if ‘A’ were to grant a tenancy of a holding to ‘A’, ‘B’ and ‘C’ and the tenancy agreement were to contain a condition by which ‘A’, ‘B’ and ‘C’ as tenants agreed with ‘A’ as landlord never to serve a counternotice without ‘A”s consent, that condition would be no less void and enforceable.
The present case is not quite the same as that. In essence it is a case where ‘A’ has granted a tenancy of the holding to ‘A’, ‘B’ and ‘C’ and, by a separate partnership agreement, ‘B’ and ‘C’ have agreed with ‘A’ that they will not serve a counternotice without ‘A”s consent. (In this present context, as I have indicated, Mr Wood does not rely on the point that the tenancy was in fact granted by ‘A’ not to ‘A’ but to ‘A”s wholly owned company, along with ‘B’ and ‘C’.)
Does the introduction of a partnership give rise to quite different legal consequences? Mr Wood has strongly submitted that it does. As I have already indicated, he has stressed the various good reasons, quite apart from any desire to circumvent the provisions of section 2(1) of the 1977 Act, why the parties might have wished to enter into the transactions in the present case. He further submitted that the tenancy agreements were entered into simply to facilitate the partnerships, that each tenancy was protected during its currency and that the documentation clearly demonstrated the partners’ intentions that on the dissolution of the partnerships the tenancies should come to an end. He further contended that there is nothing contrary to section 2(1) of the 1977 Act or to public policy in one partner or tenant being at liberty to refuse to participate in the giving of a notice which will perpetuate against his will a legal estate vested in him.
In the course of the very able arguments submitted by counsel on both sides, my mind has fluctuated greatly on all the principal issues in the present case, and I regard this issue of public policy as particularly difficult. In this context I feel some sympathy with the contention that a landlord who chooses to grant a tenancy to a farming partnership of which he is a member should not be forced into the position of having to submit to a continuation of the tenancy for an indefinite period even after the dissolution of the partnership, and that public policy does not require the discharge of his cotenants from their contractual obligations under a restrictive condition such as this.
Nevertheless, as I have already indicated, if there had been no partnership agreements, and the tenancy agreements themselves in the present case had contained a restrictive condition that the three tenants would not serve a counternotice without the plaintiffs’ consent, I think it clear that the decision in Johnson v Moreton would have compelled the court to hold such a condition unenforceable as being ‘an open, not to say brazen, attempt to get round the provisions of the agricultural holdings legislation’. I am not persuaded that any different result ensues in the present case because the three tenants had formed themselves into a partnership and the restrictive condition happened to be contained in the partnership agreement. I am driven to the conclusion that, if a landowner chooses to grant other persons a tenancy of agricultural land (whether or not including himself as a tenant), public policy (affirmatively) requires that those other tenants should have authority, or be treated as having authority, to serve an effective counternotice under section 2(1) of the 1977 Act on behalf of all the tenants without his concurrence, and thus (negatively) requires the avoidance of any contractual condition, whether express or implied and whether contained in the tenancy agreement itself or in a partnership agreement or elsewhere, which purports to deny those other tenants such authority. I might add that any contrary decision of this court would be likely to open the door to widespread evasion of the 1977 Act to the detriment of the security of tenure which Parliament clearly intended to confer on agricultural tenants: (see and compare Johnson v Moreton [1980] AC at pp 52G-53A per Lord Salmon).
I therefore conclude that the particular restrictive condition agreed between the parties and any other provision in the documentation before this court which might otherwise be said to have limited the authority of the Staples to serve valid counternotices on behalf of the partnerships was void and unenforceable. It follows that, in my judgment, these counternotices were valid. I agree in the result with the decision reached by the learned judge. I would dismiss this appeal.
STOCKER LJ and SIR ROUALEYN CUMMING-BRUCE agreed and did not add anything.
The appeal was dismissed with costs. Leave to appeal to the House of Lords was granted. Legal aid taxation of the respondents’ costs was ordered.|page:13|
