The case arose from the sale of a business by the appellants to the respondents. Various restrictive covenants were established and the appellants subsequently created a new company which began competing with the respondent. At trial, the appellants were found to have breached the covenants. Damages were to be assessed on a Wrotham Park basis i.e. measured as the amount that would have been reasonably agreed between the parties for release from the contractual obligations.

The Supreme Court was asked to assess the circumstances in which damages for a breach of contract may be assessed by reference to the Wrotham Park test. The Court held that damages for breach of contract are underpinned by the objective of compensating the