UK: Contract: Withdrawal of Conditional Job Offer

Authors:  Stephen Miller, Corinna Harris, Sophie Jackson, & Charlotte Stern

Mr Kankanalapalli was offered a project manager role subject to three conditions: satisfactory references, a right to work check and successful completion of a six‑month probationary period. The offer letter set out key contractual terms (including start date, pay, hours, holiday, bonus and pension) but did not include a notice provision. He accepted the offer and provided the requested onboarding documentation, including referee details and right to work evidence (with originals to be produced on his first day). Loesche Energy Systems (LES) subsequently withdrew the offer, citing project delays.

The Tribunal dismissed the claim, finding there was no binding contract because the offer remained conditional at the point of withdrawal.

The EAT overturned that decision. It held that the stated conditions were properly characterised as conditions subsequent (operating after the contract had been formed), rather than conditions precedent (which had to be fulfilled before the contract was binding). This was because the conditions were grouped together without distinction and successful completion of a probationary period can only occur after employment has commenced.

Accordingly, a binding contract had been created. LES was therefore in breach by terminating that contract without notice. As the contract did not specify a notice period, the EAT implied a term of reasonable notice, which was assessed at three months in light of Mr Kankanalapalli’s seniority, the length of the recruitment process, the international relocation, and LES’s suggestion that he should enter into a 12‑month tenancy.

Key Action Points for Human Resources and In-house Counsel

This case highlights the importance of precise drafting and the careful handling of conditional offers.

Offer letters should clearly state whether pre-employment requirements are conditions precedent (preventing a contract from arising) or conditions subsequent (allowing termination if unmet).