A property consultant, who says he introduced the Manhattan Loft Corporation to the redevelopment of the St Pancras Chambers building, has launched a high court claim for a quarter share of the profits.
Charles Lissack is asking Roth J to order Harry Handelsman and John Hitchcox’s Manhattan Loft Corporation (MLC) to pay him 25% of the profits from the successful redevelopment of the landmark building as apartments and a hotel.
Experienced property consultant Lissack says he introduced the property developers to the consortium being put together by BAA Lynton to carry out the St Pancras redevelopment in 1996, and is entitled to payment under an oral profit share agreement made a year earlier.
Lissack claims that it was agreed that he would introduce property opportunities to Handelsman and Hitchcox, but that he was paid no salary, or any other remuneration apart from a share of any profit or loss on deals introduced by him which came to fruition.
He says that he provided access to his extensive network of contacts in the property market, and filtered potential deals which came to his attention, in order to identify deals which were potentially lucrative and suitable.
He maintains that he was not required as a term of the agreement to expend time and effort helping to carry the intended transaction in question into effect, although he would assist where appropriate, if so requested.
He says that he joined the MLC team working from 12 Queen Anne Street, where he shared an office, and between 1995 and 2008, he introduced a large number of property opportunities. During that period, he says that between 70 and 100 transactions took place on which he was paid a profit share, including several property development opportunities.
These, he says, included sites at: City Cloisters; Charlotte Street; Cricklewood Baptist Church; Westbourne Grove; St Philips Earls Court Road; Abbey Road Baptist Church; and St Andrews’s Church, Short Street, London SE1.
He claims that he received a 35% profit share in respect of City Cloisters but that, under a series of written agreements in 2000, his share was fixed at 25% for other projects.
He says that these agreements also apply to the St Pancras development, which he claims he learned about through two contacts and introduced to Hitchcox.
MLC participated in Lynton’s successful consortium bid in 1997, as developer for the apartments at the top of the building. In 2003, MLC took an expanded role by taking over the hotel element of the redevelopment following the withdrawal of Whitbread from the project. Building works were completed in 2010.
Lissack claims that his agreements with MLC form a straightforward contractual basis for his claim to a 25% share of the profits made by MLC on the St Pancras Chambers opportunity.
He argues that, as reasonable businessmen, neither he, Hitchcox nor Handelsman could have thought that his introduction of development properties which were then profitably pursued by MLC would go unrewarded, and that the evolution of their business relationship clearly shows that the intention throughout was that he should be remunerated for his introductions.
Alternatively, he argues that, in introducing the St Pancras opportunity to Hitchcox and Handelsman, he provided valuable services in circumstances which gave rise to an expectation of, and a legally enforceable right to, reasonable remuneration.
He is asking Roth J for a declaration that he is entitled to a 25% share of the profit derived by MLC from its participation in the redevelopment of St Pancras, an account of that profit and payment of his share together with interest.
However, MLC denies that any entitlement to a profit share arose in relation to St Pancras.
It claims that, according to the understanding that existed between the parties, Lissack had to do more than merely introduce an opportunity in order to earn a 25% share of profit, and had to do “substantial work” to earn it.
It also denies that the St Pancras opportunity was “introduced” by Lissack, arguing that Lynton’s interest in dealing with MLC arose independently of and in advance of any dealing with Lissack, and Lynton would have found a way of approaching MLC even without Lissack’s involvement.
The trial is scheduled to last a week.
