This case, which was determined by the First Hall of the Civil Court by means of a final judgment dated the 25th of May 2026, concerned a private agreement dated 8 April 2013, under which the plaintiffs committed to obtaining a MEPA planning permit, within one year, for the extension of the roof of a Valletta property acquired by the defendant. If the permit was obtained, defendant was obliged to pay the plaintiffs €160,000 within 15 working days from the date of its issue.
The plaintiffs asserted that they had fulfilled their contractual obligations, since planning permit PA/01392/13 was issued on the 14th of November 2013, well within the stipulated one-year period. On that basis, they claimed that Defendant was liable to pay the agreed sum of €160,000 together with interest and costs. Defendant contested the claim. He argued that the permit could not be treated as final, as it was subject to an appeal lodged by a neighbouring owner. More significantly, he maintained that the permit obtained did not correspond to the development he had agreed to, or wanted, on the roof of the property.
The central issue was therefore not merely whether a planning permit had in fact been issued, but whether the permit obtained corresponded to the permit contemplated by the parties under the private agreement. In resolving that issue, the Court considered the wording of the agreement, with particular reference to the clauses requiring the plaintiffs to take all necessary steps to secure the permit, providing that payment would fall due upon the issue of the permit, and allowing Defendant, through his architect, to request minor amendments without disrupting or prejudicing the MEPA application process.
The evidence established that the proposed roof extension was of particular significance to Defendant, given that both the value of the property and its intended use depended substantially on the harbour views available from roof level. Defendant’s objective was to create a functional living space on the roof. However, the permit obtained through the endeavours of plaintiffs architect provided for a narrower and less practicable roof structure. The Court observed that the architect had altered the plans, amongst others by setting back and reducing the proposed roof room, without adequately consulting Defendant or his appointed architects. The Court gave particular weight to the evidence of Defendant’s architects that the approved design fell short of Defendant’s requirements and was materially different from what he expected.
The Court further rejected the plaintiffs’ submission that the issue of any permit within the one-year period was sufficient to trigger Defendant’s payment obligation. It considered such an interpretation to be unreasonable, as it would require Defendant to pay a substantial sum in respect of a permit which failed to achieve the commercial and practical purpose underlying the agreement. The Court held that the agreement had to be interpreted in accordance with good faith, common sense, and the parties’ true intention, rather than on the basis of a narrow reading of the phrase ‘permit obtained.’
The Court also noted that the private agreement had not been drafted with sufficient precision and was therefore open to interpretation. However, it found that the obligation undertaken by the plaintiffs was not merely to obtain any planning permit, but to obtain a permit that would give effect to the purpose for which the agreement had been entered into. While a permit was ultimately issued, the Court held that it did not correspond to Defendant’s requirements or to the development intended by the parties. The Court therefore found that the conditions giving rise to Defendant’s payment obligation had not been satisfied, and accordingly, dismissed the plaintiffs’ claims in their entirety, declared that Defendant was not bound to pay the sum of €160,000, and ordered the plaintiffs to pay the costs of the proceedings.
FFF Legal represented the defendant in this case.
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