UK Construction and Law
An employer that argued about the final account for two years lost the conclusivity point because its objections came before the Final Statement
By Staff Writer | 23 August 2026
The employer on a 65 bed care home said it had disputed the contractor's figures repeatedly. The court held that a notice under clause 4.24.6 of the JCT Design and Build form has to dispute something in the Final Statement, which presupposes that the Final Statement has been issued, so correspondence sent beforehand is not a notice at all.
Oakland Wantage Care Home Limited v Stepnell Limited [2026] EWHC 1530 (TCC) was decided on 23 June by Jonathan Acton Davis KC, sitting as a Deputy Judge of the High Court. The contract, dated 9 August 2019, was a JCT Design and Build Contract 2016 edition with bespoke amendments described as Special Conditions, for the design and construction of a 65 bed care home at Grove Road, Wantage. The works were certified practically complete on 26 April 2021.
Two documents were in issue. The contractor sent one in February 2022 during final account discussions; the employer's agent replied in March 2022 disputing entitlement and putting the final account at 7,988,593.74 pounds excluding VAT. The contractor sent a second document in February 2024, referred a dispute to adjudication in March 2024, and won on the footing that the February 2024 document was the relevant statement, that no Final Payment Notice or pay less notice had answered it, and that the sum in it was therefore due. The employer paid in May 2024 and then issued a Part 8 claim seeking declarations that would let it reopen the true value.
The document headed Draft
The employer's first route was to say that the February 2022 document was the Final Statement. Get that home and the March 2022 reply becomes a notice of dispute given before the due date, and conclusivity never bites.
The court held that a reasonable recipient would not have read it as the Final Statement. It was headed Draft, it contained forecast information, its figures were at that stage draft, budget or estimate, and it promised further information to come. That finding disposed of the first issue and made the February 2024 document the relevant statement.
On that finding the court did not need to decide whether the March 2022 reply had been given in time, and it did not.
Disputing something in a document that does not yet exist
The second route was that the employer had, in any event, disputed matters contained in the February 2024 document before the due date, through the March 2022 reply, a September 2022 statement, and the particulars of disagreement recorded in the February 2024 document itself. The argument drew on the wording of clause 4.24.6, which requires notice disputing anything in the statement rather than notice that the statement itself is rejected, and on clause 1.8.2, which suspends conclusivity where proceedings about the subject matter were begun before or within 28 days after the statement.
It failed on the preposition. Clause 4.24.6 asks for notice disputing anything in the Final Statement.
Notice of dispute is thereby required in relation to anything in the Final Statement. It must be a pre-condition to that notice that the Final Statement shall first have been given. It follows that correspondence prior to the issue of a Final Statement is not notice for the purposes of clause 4.24.6.
Jonathan Acton Davis KC, sitting as a Deputy Judge of the High Court in the Technology and Construction Court
The court was unable to grant any of the relief sought, and invited the parties to draw up an order.
What this means on live jobs
Two habits are worth changing. The first concerns what a contractor sends and how it is labelled. A document marked Draft, carrying budget figures and promising more, is not going to start the conclusivity clock. A contractor that wants the clock running has to send something that reads as the Final Statement and says so.
The second concerns the employer's diary. Years of correspondence disputing the account, however detailed, buys nothing under clause 4.24.6 if it predates the statement. The obligation is to read the statement when it arrives, work out the due date under clause 4.24.5, and serve a fresh notice inside that window, whatever has already been said.
The employer here had objected, had argued the figures, had lost an adjudication and had paid. What it had not done was write one more letter after the February 2024 document landed. That is the whole of the difference.