3DM (3DMA) Pte Ltd (“3DMA”) sought payment of their retainer under an alleged consultancy agreement with 3DM 3DM Worldwide Ltd (“3DM Worldwide”). 3DMA claimed it entered into the consultancy agreement to provide corporate finance advice and project management assistance in developing 3DM Worldwide’s business. Draft consultancy agreements had passed between the parties in November 2004.

3DMA alleged that on 21 December 2004 a meeting between Mr Hancock on 3DM Worldwide’s behalf and Mr Hoyer Millar of 3DMA took place and concluded the agreement with Mr Hoyer Millar signed the contract on behalf of 3DMA and the space for signature for 3DM Worldwide remaining blank. 3DM Worldwide argued that the agreement was subject to further issues being negotiated between the parties including confirmation of a share split.

Did the arrangements agreed between Mr Hoyer Millar and Mr Hancock on 21 December amount to an immediately binding contract or only to a set of terms to take binding effect if and when approved by 3DM Worldwide?