Harvela Investments Ltd. v Royal Trust of Canada (CI) Ltd. [1985] UKHL 16 is a legal case decided by the House of Lords in 1985 defining the law of England and Wales regarding referential bids in competitive tenders.
The Royal Trust Company owned shares in a company, and invited bids for them. Harvela bid $2,175,000 and Sir Leonard Outerbridge bid:
<blockquote> "$2,100,000 or $101,000 in excess of any other offer expressed as a fixed monetary amount, whichever is higher." </blockquote> The Royal Trust accepted Sir Leonard's bid as being $2,276,000. Harvela sued for breach of contract, saying a referential bid was invalid. The Court of Appeal held in favour of the Royal Trust, that expressing a fixed amount made the referential bid valid.
The House of Lords unanimously reversed the Court of Appeal's decision. Lord Templeman, in his judgement, pointed especially to South Hetton Coal Co. v Haswell, Shotton and Easington Coal and Coke Co. [1898] 1 Ch 465, where Sir Nathaniel Lindley MR had dealt with referential bids previously (233-4).
Lord Diplock died three months after giving his judgement (11 July 1985), aged 78. He put his opinion in the following way:
Lord Bridge added that the referential bid can only be ascertained in amount after the deadline has fallen for all bids to come in.