Tyrrell v Imperial Tobacco Company

• Jurisdiction: Ireland
• Court: Supreme Court (Irish Free State)
• Judgment Date: 26 February 1926
• Docket Number: (1925. No. 12,552)
• Date: 26 February 1926

Tyrrell v. Imperial Tobacco Co.

In the MATTER of a Contract for Sale and Purchase entered into between MICHAEL TYRRELL, as Vendor of the one part, and the IMPERIAL TOBACCO COMPANY (of Great Britain and Ireland), LIMITED, as Purchasers of the other part

and in the MATTER of the VENDOR AND PURCHASER ACT, 1874 (1)

(1925. No. 12,552)

Supreme Court.

Vendor and purchaser - Requisition - Sale by administrator - Value for administration - Consideration on sale - Wide discrepancy - Stamp duty on grant of administration - Sufficiency - Estate duty - Customs and Inland Revenue Act, 1881 (44 Vict. c. 12), sect. 26, sub-sect. 3, sects. 27and 30 - Stamp Act, 1891 (54 & 55 Vict. c. 39), sect. 14 - Finance Act, 1894 (57 & 58 Vict. c. 30), sect. 1; sect. 6, sub-sects. 1, 2, 4, 7;sect. 7, sub-sect. 5; sects. 8 and 16.

A vendor, one of the next-of-kin of a deceased intestate, agreed in 1924 to sell premises, part of the estate of the deceased, for £1,500. After the contract for sale had been entered into the vendor took out a grant of administration for the purpose of which the value put upon all the assets of the deceased—who died in 1918—was £280 10s. The purchasers objected to the title on the ground that the grant was insufficiently stamped to cover the amount of the consideration for the sale, and required the vendor to have the grant amended or a certificate obtained from the Revenue Department that there was no outstanding claim for duty affecting the premises.

Held (reversing Johnston J.), that the requisition was unsustainable, and the vendor had deduced a good title.

Appeal by Michael Tyrrell, the vendor, from an order of Johnston J., dated November 17th, 1925, declaring that the requisitions of the Imperial Tobacco Co. (of Great Britain and Ireland), Ltd., the purchasers, in respect of the title of the premises comprised in the contract for sale had not been sufficiently answered by the vendor, and that a good title to the premises had not been shown by the vendor.

By an agreement in writing, dated November 18th, 1924, Michael Tyrrell agreed to sell to the Imperial Tobacco Co., Ltd., certain premises in Marrowbone Lane, Dublin, for a sum of £1,500. Part of the premises was held order lease, dated September 4th, 1840, for 99 years, at the annual rent of £4, and part was held under an agreement, dated February 25th, 1914, for a tenancy from year to year, at an annual rent of £4. Both sets of premises had been acquired by Michael Tyrrell, father of the vendor, who, on October 25th, 1892, paid £60 for an assignment to him of the residue of the term of 99 years in the premises. Michael Tyrrell died on December 3rd,

1918, intestate, possessed of the two plots mentioned, and of the dairy shop, 45 East Arran Street, leaving him surviving six children, of whom the vendor, Michael Tyrrell, was one. The children were all of age at the time, and no representation of the estate of the deceased was taken out until July 28th, 1925, eight months after the contract for sale with the Imperial Tobacco Co., Ltd., had been signed. A grant of administration was then made to the vendor. The grant bore on its face a certificate in the following terms:—"And it is hereby certified that an affidavit for Inland Revenue has been delivered wherein it is shown that the gross value of the personal estate of the said deceased within the United Kingdom (exclusive of what the deceased may have been possessed of or entitled to as a trustee, and not beneficially) amounts to £280 10s. for the purpose of estate duty; and that it appears, by a receipt signed by an Inland Revenue officer on the said affidavit, that £1 17s. 7d. for estate duty and interest thereon has been paid."

On July 30th, 1925, the solicitors for the purchasers made a requisition "that the grant was insufficiently stamped to cover the consideration being paid for the surrenders, and we must accordingly ask you to have the grant amended, or a certificate from the Revenue obtained to the effect that there is no outstanding claim for duty affecting the premises." The vendor's solicitor submitted, in reply, that the grant was sufficiently stamped to cover the assets of the deceased; and that the £1,500 contracted to be paid for the plots became no part of his assets, but a fund to enable the vendor to procure sufficient accommodation and shelter for his milch cows, horses, vans, and dairy utensils in lieu of the plots agreed to be sold.

On August 5th, 1925, in response to a request from the Estate Duty Office, the vendor's solicitor filled up in duplicate, and forwarded Form 77 to that office.

After a lengthy correspondence between the solicitors for the parties, the vendor issued an originating summons on September 22nd, 1925, asking for a declaration that the purchasers' requisitions had been sufficiently answered, and that the vendor had deduced good title.

The summons was heard by Johnston J., who held that the purchasers' requisition had not been sufficiently answered, and that a good title to the premises had not been shown. From that decision the vendor appealed.

Kennedy C.J. :—

This is an appeal from a judgment and order of Johnston J. made upon an originating summons taken out under the Vendor and Purchaser Act, 1874, at the instance of the vendor, in the matter of a contract for sale, dated the 18th November, 1924, and entered into between Michael Tyrrell, as vendor, and the Imperial Tobacco Company (of Great Britain and Ireland), Limited, as purchasers. The vendor sought a declaration and

ruling of the Judge that the purchasers' requisitions on the vendor's title had been sufficiently answered, and that the vendor had deduced good title to the premises comprised in the contract in compliance with the provisions thereof. Johnston J. declared that the requisitions of the purchasers in respect of the title of the premises comprised in the contract for sale had not been sufficiently answered by the vendor, and that a good title to the premises had not been shown. The vendor now appeals against that decision.

The property, the subject of the contract for sale, consists of two plots or pieces of ground situate at Marrowbone Lane, in the City of Dublin, one of which plots has been used for a number of years as a dairy yard for the purposes of the business of a dairyman. The contract for sale is in very simple terms. It is in the form of a note addressed to "Michael Fitzpatrick, Land Agent and Valuer, 114 Thomas Street, Dublin," and reads as follows:—

"I, Michael Tyrrell, of 45 Arran Street, East, in the City of Dublin, Dairyman, undertake and agree with the Imperial Tobacco Company as follows:—

That in consideration of the said Imperial Tobacco Company, Limited, paying me the sum of £1,500—Fifteen hundred pounds—for my interest in lease of dairy yard, which I at present occupy at No. 57 Marrowbone Lane, and which I hold under balance of lease dated the 4th September, 1840, for 99 years at the yearly rent of £4, also of plot of ground adjoining 57 Marrowbone Lane, and let to me from year to year, under agreement dated 25th February, 1914, at the yearly rent of £4, subject to six months' notice ending on any gale day.

I further agree with the Imperial Tobacco Company, Limited, that I will give them up clear and peaceable possession of my holdings as defined above on the 1st day of May, 1925.

I am also to have leave to remove, at my own expense, cow-sheds, stables, troughs, etc., as now in use by me on said premises. Purchase money to be paid on I giving up possession.

Dated this 18th day of November, 1924.

(Signed) Michael Tyrrell."

It appears that in the year 1923, the Imperial Tobacco Company purchased from the Dublin Distillers Company premises in Marrowbone Lane, in the City of Dublin, for the purposes of a factory for their W. D. & H. O. Wills' Branch. Portions of the premises purchased were subject to several tenancies, and, amongst others, they acquired the plots of ground mentioned in the contract which I have read, subject to the lease and yearly tenancy of Michael Tyrrell. In the course of the development of their scheme, the company found it necessary to get in the tenants' interests, and they instructed Mr. Michael Fitzpatrick, an estate agent to negotiate with the tenants for the purchase of their holdings. After some trouble, Mr. Fitzpatrick came to terms with the appellant, Michael Tyrrell, and induced him to enter into the contract for sale with which we are dealing. Fitzpatrick dealt with Michael Tyrrell as the person then apparently in full possession and enjoyment of the property, and carrying on the business which had been carried on there for many years. Moreover...