Topland Portfolio No.1 Limited v Smiths News Trading Limited [2014] EWCA Civ 18

The landlord (Topland) purchased the freehold to a property which was occupied by a tenant.  The tenant's parent company (Smiths) acted as Guarantor for the tenant.  The tenancy agreement specified that the tenant was able to carry out alterations to the premises subject to the requirement that the landlord's consent must be sought before any alterations are made.

The landlord's predecessors entred into an agreement with the tenant consenting to alterations to conver the property into a garden centre and entered in a licence for alterations but consent had not be sought from the guarantor regarding the alterations and the guarantor was not made party to the licence.

The tenant later found they were unable to pay the rent as they had got into financial difficulty so the landlord turned to the guarantor for payment of the rent arrears.