Excel Polymers Limited v Achillesmark Limited

[2005] EWCH 1927 QB - July 2005

 

The issue in this case was what is meant when parties to a dispute reach a 'standstill' agreement. The claimant believed this prevented the parties from taking any further steps in the proceedings, so that it would excuse issuing proceedings out of time. The judge however, held for the defendant, who contended that the agreement simply extended the statutory limitation period.

This is a professional negligence claim whereby the claimant owned a property which it claimed to have insured to a value of £960,000. The defendant insurer, on the other hand, claimed that the claimant had amended its policy, reducing the value to £150,000. The claimant's property was then destroyed by a fire, and the defendant refused to pay more that £150,000. The claimant therefore made a claim for the remaining £810,000.

The claimant's cause of action arose on 12 February 1998, and was open to 12 February 2004. The parties, in a series of telephone conversations, agreed between themselves to make a number of extensions to the statutory limitation period, by means of what the parties referred to informally as a 'standstill agreement'. The 'standstill' agreement was agreed in January 2004, initially until 10 May 2004 and finally to 30 June 2004. Throughout this period, the parties continued negotiations to settle the claim.

At the end of June, negotiations broke down. The claimant's solicitors took steps to restore the defendant company to the register, and after this was done, the claimant finally issued proceedings on 2 August 2004. The defendant then applied to have the claim dismissed on the basis that it was brought over a month out of time.

The claimant contended that the 'standstill' agreement prevented him from taking any steps in the proceedings, including restoring the defendant company to the register and commencing proceedings, while the agreement was in force. He further contended that by entering into a 'standstill' agreement, it was implied that he would be allowed reasonable time after the expiry of the relevant period in which to bring the claim. The defendant on the other hand asserted that the agreement merely extended the statutory limitation period.

The judge found for the defendant and the claim was accordingly dismissed. The judge held that a 'standstill' agreement merely operates to extend the statutory limitation period: the agreement was made in the context of extending the limitation period, and that is how a reasonable person would construe it. Hence a 'standstill' agreement does not impose a moratorium on the parties taking any steps in the proceedings - it merely suspends the limitation period.