The High Court ruled that the buy-back option over lands used by the Knockacummer Wind Farm could not be exercised before 2042, and found a 2013 notice seeking to exercise it invalid.
The judgment, delivered by Mr Justice Haughton on 19 February 2016, followed a trial of a dispute between Knockacummer Wind Farm Ltd and Denis and Sheila Cremins. The court was asked to interpret a 2012 agreement giving the Creminses an option to buy the lands back, with a linked option for the company to take a 25-year lease.
The company argued that the agreement was intended to allow the buy-back only in 2042, 30 years after completion of the land sale. The defendants argued that its wording allowed them to exercise the option earlier. The judge found that, read as a whole and alongside the 2012 settlement, the agreement showed an intention that the option would be exercisable in 2042. He said the omission of a start date was a drafting error and construed the agreement as if it stated “in 2042”. He also found, in the alternative, that the agreement should be rectified by inserting those words.
The judge separately concluded that the buy-back option could only be exercised jointly by both defendants, or by the relevant estate or estates if either or both had died. A letter dated 14 March 2013 purported to exercise the option on behalf of Denis Cremins alone. The court held that notice invalid on that ground as well as because the option was not yet exercisable.
The company’s linked lease option notice was also examined. The judge accepted evidence that a process server handed an envelope to the defendants’ 15-year-old son on a public road near their home on 27 March 2013. The son lost the envelope and did not pass it to his parents. The judge found that delivery to the son there did not meet the agreement’s service requirements; sending a copy to the defendants’ solicitors the following day did not amount to valid service either.
The court’s conclusions were set out as proposed declarations, subject to hearing the parties further. The judgment therefore records the judge’s findings and intended declarations at that stage; the source does not establish whether final orders were later made.