Part V Changing Words, 9 Principle 9: Rectification

Subject(s):

Construction of contract — Interpretation of contract

This chapter considers the circumstances in which a court can change the meaning of the words which the parties have used in their contract. If a written contract does not record the parties’ common intention at the time it was entered into, it will be amended to reflect that intention. The principles concerning rectification are controversial, with different judges expressing different views about the importance of objective or subjective common intention. This chapter discusses the different approaches to rectification—the subjective view and the objective view—and then discusses the current position. Because the controversy has not yet been resolved, it also discusses the alternative approaches and suggests a possible solution.