The Employment Appeal Tribunal dismissed the consultant’s claim for 40% of all client fees, finding that under a properly interpreted consultancy agreement, the appellant was entitled only to the percentage of fees attributable to his personal work, not work performed by other fee earners.

Background

Mr Dobbie, a solicitor, worked as a consultant for Feltons Solicitors under a written agreement entitling him to 40% of “fees billed which have been paid and received by the Practice”. The contract contained the entire agreement and no oral variation clauses. Dobbie claimed 40% of all £25,000 monthly fees paid by “client A”, arguing he was entitled to benefit from work performed by other fee earners. The Employment Tribunal found alternatively that either a separate oral agreement governed client A work (entitling Dobbie to £5,000 monthly) or under the written agreement, he was entitled only to fees relating to his work.

Judgment

The EAT dismissed the appeal. Deputy High Court Judge Michael Ford KC applied established contractual interpretation principles from Arnold v Britton and Wood v Capita Insurance Services Ltd. The judge held that clause 3 of the consultancy agreement, properly interpreted, entitled the consultant only to 40% of fees billed and paid for his personal work, not fees attributable to other practitioners. Key interpretative factors included: the requirement for consultant invoicing suggested personal work connection; commercial common sense precluded absurd results whereby minimal work could yield substantial fees from others’ efforts; and the agreement’s broader context indicated remuneration for personal services. Although the tribunal erroneously found a separate oral agreement (contrary to MWB Business Exchange Centres Ltd v Rock Advertising), this error was immaterial given the correct contractual interpretation. No unlawful deduction occurred as wages “properly payable” were limited to fees for personal work.

Endnote

The decision reinforces orthodox principles of contractual construction whilst providing practical guidance for legal practices structuring consultant arrangements. The judgment demonstrates a judicial reluctance to countenance interpretations yielding commercially irrational outcomes, particularly where fee-sharing provisions might otherwise permit disproportionate rewards for minimal contribution.

Read the full judgment of the Employment Appeal Tribunal: Dobbie v Feltons Solicitors [2025] EAT 71