FELTHOUSE V. BINDLEY

FELTHOUSE V. BINDLEY

(1862) 11 CB 869

FACTS

• Felthouse, the plaintiff, had been negotiating with his nephew to purchase a horse. 
• The uncle offered to buy the horse for £30 15s, and he wrote to his nephew stating, "If I hear no more about him, I consider the horse mine at £30 15s." The nephew did not respond to this offer. 
• However, he instructed Bindley, an auctioneer, not to sell the horse, indicating his acceptance of his uncle’s offer. Despite this, Bindley mistakenly sold the horse at auction. 
• Felthouse sued Bindley for conversion (wrongful possession or sale of property).

ISSUES

The key issue was whether a valid contract existed between Felthouse and his nephew for the sale of the horse, specifically, whether the nephew's silence constituted acceptance of Felthouse's offer.

CONTENTIONS

Plaintiff (Felthouse)

Argued that there was a contract between him and his nephew, as he considered the horse his property based on his offer and the nephew’s subsequent non-objection.

Defendant (Bindley)

Argued that no valid contract existed between Felthouse and his nephew because the nephew never communicated acceptance of the offer. Therefore, Bindley could not be liable for conversion.

ANALYSIS

• The court analyzed whether silence or inaction could be considered as acceptance of an offer, thus forming a binding contract. 
• The court emphasized that for a contract to be valid, there must be a clear offer and acceptance. 
• Acceptance must be communicated to the offeror, silence, in itself, cannot constitute acceptance.

JUDGMENT

• The court held in favor of Bindley, the defendant. It ruled that there was no binding contract between Felthouse and his nephew because the nephew never communicated his acceptance of the offer.
• Therefore, Felthouse had no legal ownership of the horse at the time of the auction, and Bindley could not be held liable for conversion.

COMMENTARY

The case is also an authority for two further propositions

• One of them is that the acceptance of an offer made should be communicated to the offeror himself or to the person he has authorized to receive the acceptance.A communication to a stranger,like the auctioneer in this case,will not do.
• Secondly, an offeror cannot impose upon the offeree the burden of refusal. The offeror cannot say that if no answer is received within a certain time, the same shall be deemed to have been accepted. It is not open to an offeror to stipulate against an unwilling offerree that the latter’s silence will be regarded as equivalent to acceptance. He cannot force him to take a positive course of action under penalty of being contractually bound if he does not.