Antoniades v Villiers (A.P.) and Another (A.P.)
| Jurisdiction | England & Wales |
| Judge | Lord Bridge of Harwich,Lord Templeman,Lord Ackner,Lord Oliver of Aylmerton,Lord Jauncey of Tullichettle |
| Judgment Date | 10 November 1988 |
| Judgment citation (vLex) | [1988] UKHL J1110-4 |
| Date | 10 November 1988 |
| Court | House of Lords |
[1988] UKHL J1110-4
Lord Bridge of Harwich
Lord Templeman
Lord Ackner
Lord Oliver of Aylmerton
Lord Jauncey of Tullichettle
House of Lords
My Lords,
I gratefully adopt the full account given in the speech my noble and learned friend Lord Templeman of the facts which these two appeals depend.
A. G. Securities v. Vaughan and Others
The four respondents acquired their contractual rights to occupy the flat in question and undertook their relevant obligations by separate agreements with the appellants made at different times and on different terms. These rights and obligations having initially been several, I do not understand by what legal alchemy they could ever become joint. Each occupant had a contractual right, enforceable against the appellants, to prevent the number of persons permitted to occupy the flat at any one time exceeding four. But this did not give them exclusive possession of the kind which is distinctive of a leasehold interest. Having no estate in land, they could not sue in trespass. Their remedy against intruders would have been to persuade the appellants to sue as plaintiffs or to join the appellants as defendants by way of enforcement of their contractual rights.
The arrangement seems to have been a sensible and realistic one to provide accommodation for a shifting population of individuals who were genuinely prepared to share the flat with others introduced from time to time who would, at least initially, be strangers to them. There was no artificiality in the contracts concluded to give effect to this arrangement. On the contrary, it seems to me, with respect to the majority of the Court of Appeal, to require the highest degree of artificiality to force these contracts into the mould of a joint tenancy.
Antoniades v. Villiers and Bridger
Here the artificiality was in the pretence that two contemporaneous and identical agreements entered into by a man and a woman who were going to live together in a one-bedroom flat and share a double bed created rights and obligations which were several rather than joint. As to the nature of those rights and obligations, the provisions of the joint agreement purporting to retain the right in the respondent to share the occupation of the flat with the young couple himself or to introduce an indefinite number of third parties to do so could be seen, in all the relevant circumstances, to be repugnant to the true purpose of the agreement. No one could have supposed that those provisions were ever intended to be acted on. They were introduced into the agreement for no other purpose than as an attempt to disguise the true character of the agreement which it was hoped would deceive the court and prevent the appellants enjoying the protection of the Rent Acts. As your Lordships all agree, the attempt fails.
I would allow both appeals.
My Lords,
In each of the two appeals now under consideration, the question is whether the owner of residential accommodation granted a tenancy or granted licences.
In the first appeal, the appellant company, A.G. Securities, owned a block of flats, Linden Mansions, Hornsey Lane, London. Flat No. 25 consists of six living-rooms in addition to a kitchen and bathroom. The company furnished four living-rooms as bedrooms, a fifth as a lounge and a sixth as a sitting-room. In 1974 furnished lettings became subject to the Rent Acts. If the company granted exclusive possession of the flat to one single occupier or to two or more occupiers jointly in consideration of periodical payments, the grant would create a tenancy of the flat. If the company granted exclusive possession of one bedroom to four different occupiers with joint use of the lounge, sitting-room, kitchen and bathroom, each of the four grants would create a tenancy of one bedroom. Exclusive possession means either exclusive occupation or receipt of rents and profits.
The company entered into separate agreements with four different applicants. Each agreement was in the same form, and was expressed to be made between the company as "the Owner" and the applicant as "Licensee." The agreement contained, inter alia, the following relevant clauses:
"1. The Owner grants to the Licensee the right to use in common with others who have or may from time to time be granted the like right the flat known as 25, Linden Mansions, Hornsey Lane, N.6 but without the right to exclusive possession of any part of the said flat together with the fixtures furniture furnishings and effects now in the said flat for six months from the - day of - 19 - and thereafter until determined by either party giving to the other one month's notice in writing to take effect at any time.
2. The Licensee agrees with the Owner as follows:
(1) To pay the sum of £- per month for the right to share in the use of the said flat such sum to be payable by equal monthly instalments on the first day of each month …
(3) To share the use of the said flat peaceably with and not to impede the use of the said flat by such other persons not exceeding three in number at any one time to whom the Owner has granted or shall from time to time grant licence to use the said flat in common with the Licensee and not to impede the use by such other persons of the gas electricity and telephone services supplied to the flat provided that each shares the cost of such services.
(4) If at any time there shall be less than three persons authorised by the Owner to use the said flat in common with the Licensee upon reasonable notice given by the Owner to meet with any prospective licensee nominated by the Owner at the flat to provide an opportunity to such prospective licensee to agree terms for sharing the cost of services in accordance with clause 2(3).
(5) Not to assign this agreement nor permit any other person except as licensed by the Owner to sleep or reside in or share occupation of the said flat or any part of it at any time."
The flat was kept fully occupied; whenever one agreement was terminated the company invited applications to fill the vacancy. The company's agent produced a draft of the agreement to an applicant. The monthly sum payable by the applicant was not necessarily the same as the monthly sum payable by any of the continuing occupiers of the flat because inflation and other factors caused the value of an agreement to fluctuate. The company and its agent gave no directions or explanations about the manner in which the applicant and other persons not exceeding three in number would use the flat in common. The applicant was sent off to the flat to agree terms with the three continuing occupiers. There he would be offered a vacant bedroom and the use of the lounge, sitting-room, kitchen and bathroom with the other occupiers each of whom had his own bedroom. It was the practice that whenever a bedroom fell vacant upon termination of an agreement, each of the three continuing occupiers, in order of seniority, decided whether to change his bedroom. The applicant for the vacancy was then offered the bedroom which the other three least coveted. The applicant, if content, signed his agreement and moved into his bedroom. If he were unable to share the use of the common parts of the flat peaceably he could terminate his agreement, or the other three occupiers could terminate their agreements or prevail upon the company to terminate the agreement of the unpopular occupier.
The respondent, Mr. Vaughan, signed an agreement in 1982 to pay £86.66 per month. The respondent, Mr. Lyons, signed an agreement dated 2 March 1984 to pay £99 per month. The respondent, Mr. Russell, signed an agreement dated 1 August 1984 to pay £125 per month, and the respondent, Mr. Cook, signed an agreement dated 28 January 1985 to pay £104 per month. From 28 January 1985 onwards, each of the four respondents occupied one bedroom and shared the use of the lounge, sitting-room, kitchen and bathroom.
The respondents claim that under and by virtue of the four agreements signed by them respectively, they became tenants of the flat. The company contends that each respondent is a licensee.
In the second appeal, the appellant, Mr. Antoniades, is the owner of the house, 6, Whiteley Road, Upper Norwood. The attic was converted into furnished residential accommodation comprising a bedroom, a bed sitting-room, kitchen and bathroom. The furniture in the sitting-room consisted of a bed-settee, a table-bed, a sideboard and a chair.
The appellants, Mr. Villiers and Miss Bridger, spent three months looking for a flat where they could live together. In February 1985 they were shown the attic flat. The bedroom lacked a bed; the appellants expressed a preference for a double bed which Mr. Antoniades agreed to provide. Mr. Antoniades and Mr. Villiers entered into an agreement dated 9 February 1985. The agreement was described as a licence, Mr. Antoniades was described as "the licensor" and Mr. Villiers was described as "the licensee." The agreement recited that "the licensor is not willing to grant the licensee exclusive possession of any part of the rooms hereinafter referred to" and that "the licensee is anxious to secure the use of the rooms notwithstanding that such use be in common with the licensor and such other licensees or invitees as the licensor may permit from time to time to use the said rooms." The material provisions of the agreement were as follows:
"By this licence the licensor licences the licensee to use (but not exclusively) all those rooms (hereinafter referred to as 'the rooms') on the top flat (1 bedroom, 1 bed-sitting-room, the kitchen and bathroom) of the building … 6, Whiteley Road S.E.19 … together with the use of the furniture...
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