Page:Margaret Hamilton of Rockhall v Lord Lyon King of Arms.pdf/55

 firm), but he argued that this did not matter. I do not accept that submission. In my view, the pursuer's claim in the present case is not analogous for the simple reason that there is no equivalent injury or wrong to the pursuer in this case and which can be said to affect her ability to contribute to the business of the firm (being the element common to Vaughan and Anthony). Mr Lindsay conceded as much. Even if paragraph 4 had embodied an enforceable obligation, it cannot be said that any breach thereof affected the pursuer's ability to contribute to the profitability of the firm. Rather, her claim is based on the indirect effect on her, of the impact of the Disputed Wording on the business of the firm.

[98] To the extent that the pursuer's claim is predicated on the adverse impact the Disputed Wording has had on the business of the firm, with the consequent diminution in her drawings, there is no sufficient legal or other nexus between a breach of any contractual obligation owed to the pursuer (on the pursuer's reading of paragraph 4 of the Agreement (but which I have rejected)) and any incidental adverse effect on the business of the firm. This is because the firm is a separate legal person who is not a party to the Agreement and in respect of whom it cannot be said to have suffered any legal wrong as a consequence of the defender's adoption of the Disputed Wording. In these circumstances, any loss of profitability by the firm does not confer interest on the pursuer to sue as an individual, even if an indirect or incidental consequence of the Adopted Wording was a diminution in the profits of the firm and a consequent diminution in her drawings qua partner. For these reasons, I find that the pursuer's averments of the effect of the adoption of the Disputed Wording on any interest she may have qua partner – which were essentially directed to overcoming the limit of the privative jurisdiction–, are irrelevant. Accordingly, she has no