ILKERLER OTOMOTIV SANAYAI VE TICARET ANONIM SIRKETI AND ANOTHER V PERKINS ENGINES CO LTD

[2017] EWCA Civ 183, Court of Appeal (Civil Division), Lord Justice Longmore and Lord Justice Briggs, 23 March 2017

Contract - Termination - Variation

The first claimant, a Turkish company, had entered into a distributor agreement with the defendant on 1 May 2000. The first claimant was a Turkish company distributing the claimant engine manufacturer's products in Turkey. The second claimant was a wholly owned subsidiary of the first claimant, specifically created to perform the distributor agreement. The first claimant claimed, and the defendant denied, that the second claimant became a party to the distributor agreement. The defendant had given six months' notice of termination. The claimants alleged that the notice was ineffective and sued for wrongful termination. On the claimants' argument, the second claimant's becoming a party to the agreement had commenced a three-year period within which the claimant was entitled to notice to take remedial action before termination. The judge at first instance gave summary judgment in favour of the defendant.