Indication of lowest acceptable price does not constitute an offer to sell: Privy Council

The case of Harvey vs Facey ([1893] AC 552), is an important case law in contract law as it defines the difference between an invitation to offer and offer and it also throws a light explaining completion of the offer as it plays a very important role in the agreement formation.


Appellants, Mr. Harvey, who was running a partnership company in Jamaica, wanted to purchase a property owned by Mr. Facey, who was also negotiating with the Mayor and Council of the Kingdom of Kingston City for the same property. On October 6th, 1893 appellant sent a telegram regarding the purchase of property to Mr. Face. Telegram said “Will you sell us Bumper Hall Pen? Telegraph lowest cash price-answer paid.” Replying to the question Mr. Facey said “Lowest price for Bumper Hall Pen£900.” Furthermore, Mr. Harvey Replied “We agree to buy Bumper Hall Pen for the sum of nine hundred pounds asked by you. Please send us your title deed in order that we may get early possession.” Mr. Facey refuses to sell the property resulting in Mr. Harvey sued him, claiming that the contract existed between him and stated that the telegram was an offer and that he has accepted it. The Petition was dismissed on the first trial by Justice Curran on the ground that “The agreement as alleged by the Appellant did not denote a concluded contract” but won the claim in the appellate court which quashed the trial court judgement declaring that the binding agreement had been proved. Upon taking leave from the Appellate Court, he appeals to the Queen of Council.


This landmark case laid down the foundation of the concept “invitation to offer” in Contract Law. The Privy Council held that no agreement has ever existed between the parties. The first conversation is only a request for information, not an offer that could be accepted. Therefore, the telegram sent by Mr. Facey was not credible. It was concluded that the telegram sent by Mr. Facey is only a piece of information. At no point in time, Mr. Facey made an offer that could be accepted. A valid contract requires a proposal and an acceptance to it and to make contract binding acceptance of the proposal must be notified to the proposer because a legally enforceable agreement required sureness to hold. This case clearly explains the differentiation between invitation to offer and offer and it also throws a light explaining the nature of the offer as it plays a very important role.

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Reviewed by Anagha K Bharadwaj


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