Legal Case Summary
Arcos v EA Ronaasen & Son [1933] AC 470
The right to reject goods under a contract of sale.
Facts
English purchasers concluded a contract for the sale of staves of timber wood from the English agents of a Russian company for the purposes of making cement barrels, specifying staves of Russian redwood and whitewood to be of half-an-inch in thickness. A large proportion of the staves delivered were over half-an-inch and the buyer rejected them on the grounds that they did not conform to the contract’s requirement. An arbitration found that the staves were still commercially within and merchantable under the contract as they remained fit for the purposes of making cement barrels, thus the buyer could not reject them.
Issues
The question arose as to whether the buyer had the right to reject goods that do not conform to specifications within the contract for sale, yet are commercially within and merchantable under the contract’s description.
Decision / Outcome
The Court held that a buyer in a contract for sale has the right to demand goods of certain specifications and is not, accordingly, bound to accept goods that do not conform to contractual specifications merely due to them being merchantable or commercially equivalent to that specification. Rather, the goods must conform to the specifications to which the parties have agreed and the contract cannot be constructed as to add a qualification of commercial equivalence that is not otherwise stipulated. On the facts, the contract for timber wood provided no elasticity in its terms and expressly specified the thickness of the wood. As the staves of wood did not conform to the contractual requirements, despite the possibility of their commercial equivalence and merchantability under the contract, the buyer had the right to reject the goods.
Updated 19 March 2026
This summary of Arcos Ltd v EA Ronaasen & Son [1933] AC 470 remains legally accurate as a statement of the common law principle it established: that goods must strictly conform to contractual description, and a buyer is entitled to reject goods that do not so conform even if they are commercially equivalent or merchantable.
Readers should note, however, that the broader legal landscape governing rejection of goods has developed significantly since 1933. The Sale of Goods Act 1979 (as amended) now governs contracts for the sale of goods in English law. In particular, s.13 SGA 1979 codifies the implied term that goods must correspond with their description, and the decision in Arcos remains an important authority on the strictness of that requirement. However, the right to reject for breach of the description term has been modified for non-consumer contracts by s.15A SGA 1979 (inserted by the Sale and Supply of Goods Act 1994): where the breach is so slight that it would be unreasonable for the buyer to reject, a non-consumer buyer may be limited to a damages remedy only. This is a material qualification to the principle as stated in the article, which does not reflect it. For consumer contracts, the Consumer Rights Act 2015 now applies instead of the SGA 1979, providing a separate and distinct remedial framework. The core ratio of Arcos on the strictness of the description requirement remains good law, but readers should be aware that s.15A SGA 1979 significantly limits its practical application in business-to-business transactions.
