What did the court decide in Hardman v Booth?

The court held that there was no valid contract with Edward personally. The claimant intended to contract with the firm, not with the clerk. So the property in the goods never passed to Edward or the defendant.

Why is Hardman v Booth important for mistake of identity?

It shows that the face-to-face presumption can be rebutted. If it is clear the seller meant to deal only with a specific principal or firm, the contract with the impostor fails.

What is the face-to-face presumption?

When parties deal in person, the law presumes you intend to contract with the person before you, whoever they are. This default can be displaced by evidence of a different, specific intention.

Who got the sale proceeds in this case?

The claimant. Because no title passed, the defendant had to account for the proceeds of the goods Edward had pledged and sold.

Does actual authority matter here?

Yes. The firm had not authorised Edward to contract. Without authority and with the seller’s intention fixed on the firm, there was no binding contract with Edward.

Law Easy

31 October, 2025

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Hardman v Booth (1862) Case Summary — Mistake of Identity in Face-to-Face Contracts

Hardman v Booth (1862)

Mistake of identity in face-to-face sales: when intention targets a firm, not the impostor.

Author: Gulzar Hashmi India 25 Oct 2025 Court of Exchequer (1862) 1 H & C 803 Contract • Mistake 3 min read

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Primary: mistake of identity Face-to-face deals Title passing hardman-v-booth-1862

Quick Summary

The seller visited “Gandell & Co.” and, thinking he was dealing with a partner, handed over goods addressed to “Edward Gandell & Co.” Edward was only a clerk. He used the goods to get credit from the defendant, who later sold them. The court said: the seller meant to deal with the firm, not with Edward personally. No valid contract arose with Edward, so title never passed. The seller could claim the sale proceeds from the defendant.

Issues

Was the supposed contract with Edward void for mistake of identity?
Did property in the goods pass to Edward (and then to the defendant)?

Rules

Face-to-face presumption (inter praesentes): when people deal in person, the law presumes they intend to contract with the person present.
Rebuttal: the presumption falls if evidence shows the seller only intended to deal with a particular firm or principal.

Facts — Timeline

Timeline illustration for Hardman v Booth (1862)

Seller visits Gandell & Co.; asks for “Messrs Gandell”.

Edward, a clerk, presents himself as if he were a principal.

Seller, trusting this, ships goods to the firm’s address, marked “Edward Gandell & Co.”

Edward pledges the goods to the defendant for credit; goods are sold.

Seller sues for the proceeds, arguing there was no valid contract with Edward.

Arguments

Appellant / Claimant

Intended to contract with Gandell & Co., not with Edward.
Edward had no authority from the firm.
Therefore, title never passed; proceeds belong to the seller.

Respondent / Defendant

Face-to-face dealing implies contract with the person present.
Seller addressed goods to “Edward Gandell & Co.”, so intention included Edward.
Thus, title passed, and the pledge and sale should stand.

Judgment

Held for the claimant. The court found that the seller’s intention was fixed on the firm. Edward was only a clerk and lacked authority.

No valid contract with Edward personally.
Property in the goods did not pass to Edward or the defendant.
Seller entitled to the proceeds of sale.

Ratio

In a face-to-face sale, the default is that you contract with the person before you. But if the evidence shows you meant to deal only with a named firm or principal, that intention defeats any apparent contract with the impostor. No authority + specific intention = no contract, so no passing of title.

Why It Matters

Protects sellers who name a specific contracting party.
Warns buyers and pledgees: check authority and title before relying on pledged goods.
Guides courts on when to rebut the face-to-face presumption.

Key Takeaways

Specific intention wins.

If you clearly choose the firm, the clerk’s trick does not bind you.

No authority, no title.

Without authority, the impostor cannot pass good title.

Risk on pledgee.

Those taking goods as security must verify ownership.

Face-to-face is rebuttable.

It’s a starting point, not the finish line.

Mnemonic + 3-Step Hook

Mnemonic: “Firm Beats Face”

Firm? Did the seller target the firm/principal by name?
Authority? Did the person in front have actual authority?
Title? If no authority + firm intention → no title passes.

IRAC Outline

	Issue	Was the contract with Edward void for mistake of identity so that title never passed?
	Rule	Face-to-face presumption; rebuttable where the seller intended to contract only with a specific firm/principal.
	Application	Seller asked for “Messrs Gandell”; goods sent to the firm’s address; Edward was a clerk without authority.
	Conclusion	No valid contract with Edward; no passing of property; seller gets the sale proceeds.

Glossary

Inter praesentes: Latin for “in the presence”; used for face-to-face contracts.
Authority: Legal power of an agent to bind the principal (actual or apparent).
Title: Ownership in goods; determines who can pass or receive property.

FAQs

There was no contract with Edward. The seller meant to deal with the firm. So title never passed, and the seller could recover the money.

A pledgee or buyer from the impostor takes risk. If title never passed, the third party may have to pay back the value.

No. Clear evidence of intention to contract only with a named firm or principal can rebut it.

The seller asked for “Messrs Gandell” and sent goods to the business address of Gandell & Co.

Not here. The facts did not show the firm held out Edward as having authority to contract on its behalf.

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