McPhail & Doyle v Bourne & Anor

Reference: [2008] EWHC 1235 (Ch)

Court: Chancery Division

Judge: Morgan J

Date of judgment: 6 Jun 2008

Summary: Music - Songs - Contracts - Settlement agreement - Undue influence - Misrepresentation - Partnership - Non-disclosure

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Instructing Solicitors: Hamlins for M and D; Forbes Anderson Free for the Ds


M and D were members of a pop group with the Ds, managed by R. The band broke up, a settlement agreement giving M and D the rights to 2 songs and the Ds the rights to 4. The Ds, with another and again managed by R, went on to have success as the boy band ‘Busted’. M and D sought to have the settlement agreement set aside and claimed rights to the 4 songs owned by the Ds under it, on various grounds, principally (1) that the agreement was the result of undue influence upon them; (2) they entered into the agreement as the result of misrepresentations; (3) the Ds had breached their duty of disclosure in the dissolving of what was a partnership.


Whether the settlement agreement should be set aside on the grounds of undue influence, misrepresentation, or material non-disclosure.


Dismissing the claim;
On the evidence the settlement agreement was not procured by undue influence on M and D by R or anyone else. Nor was any misrepresentation made to M and D which entitled them to seek rescission of the agreement. The collaboration between M and D and the Ds was informal and not a partnership and as such the settlement agreement was not liable to be set aside for any non-disclosure.


Any claim by former members of a group that appears as if it may be an attempt to ‘cash in’ on the subsequent success of that group is always likely to be treated with a healthy dose of scepticism by the court. Here virtually all of the non-party witnesses supported the Ds’ version of events.

Even if the Claimants had established that the settlement agreement ought to be set aside, the Judge did not find any agreement to share ownership of the songs, nor did he indicate that he was likely to find them to have made contributions to the songs sufficient for copyright protection (although he left that question open).