F Goldsmith (Sicklesmere) Ltd v Baxter

"F Goldsmith (Sicklesmere) Ltd v Baxter" [1970] 1 Ch 85 was a judicial decision under English law relating to the proper identification of a corporate party to a contract. The plaintiff company sold a piece of land to the defendant. The memorandum of agreement gave the name of the plaintiff company, inaccurately, as Goldsmith Coaches (Sicklesmere) Ltd. There was, in fact, no such company by that name. The defendant did not wish to complete, but Stamp J made an order for specific performance against him. Looking at the surrounding circumstances, there could be only one company, which could be clearly identified, which was party to the contract, and reference to it by an inaccurate name did not render the contract void. It was "no more nor less than an inaccurate description" (at 91G) of the plaintiff, but it was still entirely clear from the surrounding factual circumstances that it was the plaintiff who was the other party to the contract.

Although the decision is only a first instance decision, is has become a widely used precedent in situations where the name of a company has been mis-spelled or otherwise mis-identified in a contract or other undertaking. It was most recently cited by the English Court of Appeal with approval in "Dumford Trading AG v OAO Atlantrubflot" [2005] EWCA Civ 24.