Legal Case Brief
D & C Builders v Rees [1966] 2 QB 617
Contract – Consideration – Accord and Satisfaction – Threats not to pay – Equity
Facts
The builders sought payment from Rees for building work done and materials supplied in respect of alterations and repairs completed on Rees’ shop. Rees did not pay, but the work continued and a second bill was issued. Builders started to have financial difficulties so requested the funds again. Rees offered Builders a reduced lump sum in payment of the debt and stated that if it was not accepted, they would get nothing. A cheque was issued after Builders feared they would receive no payment at all and Rees provided a receipt stating the funds were in full payment of the account. Builders brought action for the balance and Rees filed a defence stating that the work was defective and that Builders had entered into a binding agreement.
Issue
Whether the agreement was a binding contract.
Decision/Outcome
The appeal by Rees was dismissed. The agreement was invalid as there was no consideration in favour of Builders for reducing the value of the amount owing by Rees. The case of Foakes v Beer (1884) 9 App Cas 605 was applied in the fact that the payment was by cheque made no difference to the principle that late payment of a lesser amount did not equal satisfaction of the total amount owing. Builders had been under duress to accept a reduced amount due to their financial position which Rees was aware of and took advantage of. An acceptance arising from a threat does not amount to a settlement.
Updated 19 March 2026
This case brief accurately summarises the decision in D & C Builders Ltd v Rees [1966] 2 QB 617. The core legal principles remain good law. The rule in Pinnel’s Case (1602) and its application in Foakes v Beer (1884) 9 App Cas 605 — that part payment of a debt does not discharge the full amount owed — continues to apply in English law. The Court of Appeal’s reasoning in D & C Builders, including Lord Denning MR’s conclusion that promissory estoppel could not assist a party who had acted inequitably by exploiting the creditor’s financial vulnerability, also remains accepted doctrine.
Readers should be aware that the broader law on economic duress has developed considerably since 1966. The modern doctrine of economic duress is now well established in English contract law, with key cases including Universe Tankships Inc of Monrovia v International Transport Workers Federation [1983] 1 AC 366 and DSND Subsea Ltd v Petroleum Geo-Services ASA [2000] BLR 530. The article does not engage with this subsequent development, which students should consider alongside the equitable reasoning in D & C Builders. Additionally, the Supreme Court’s decision in MWB Business Exchange Centres Ltd v Rock Advertising Ltd [2018] UKSC 24 touched on related questions of consideration and variation of contracts, and is worth reading alongside this case. The article is otherwise accurate as a summary of the 1966 decision itself.
