No Engagement Letter - No Fees?

In the recent case of Fenchurch Advisory Partners LLP v AA Limited [2023] EWHC 108 (Comm) the English High Court found that no binding contract was created where no engagement letter was ever signed, even though the terms of engagement were extensively negotiated, significant work completed and fee details agreed.  

Speed Read

• This case revolves around the claim for fees brought by an investment banking and corporate finance advisory firm, Fenchurch Advisory Partners LLP ("Fenchurch") in respect of legal advisory work provided to its client AA Limited (the "AA"), an insurance business, in respect of selling part of the AA's business.
• The terms of engagement were heavily negotiated between the parties but no engagement letter was ever signed.  In addition, the proposed transaction did not ultimately materialise.