Felthouse v Bindley [1862] EWHC CP J35

Court: Court of Common Pleas

Facts: The claimant, Paul Felthouse, offered to buy his nephew’s horse and wrote a letter stating, "If I hear no more about him, I consider the horse mine at £X." The nephew, intending to keep the horse for his uncle, instructed the auctioneer (defendant) to exclude the horse from a sale. However, the auctioneer accidentally sold the horse. Felthouse brought an action for conversion against the auctioneer, arguing that the horse belonged to him, requiring proof that a contract of sale had been formed prior to the auction.

Issue: Can silence or a failure to reject an offer constitute acceptance, thereby forming a valid contract?

Held: The court held that Felthouse’s claim failed. No contract had been formed because the nephew had not communicated his acceptance to Felthouse. Silence alone could not constitute acceptance, and thus Felthouse had no title to the horse.

💡Leveluplaw: reaffirms the principle that silence cannot constitute acceptance of an offer. For a contract to be valid, there must be clear communication of acceptance. While conduct may imply acceptance in certain cases (as in Brogden v Metropolitan Railway Co), mere silence or inaction does not bind the offeree to a contract.