Contract and Agency Law

Question

Esmeralda has been patronizing a traditional cake stall called “Auntie Agnes Cake Stall” since her childhood. The owner and operator of the stall, Auntie Agnes, is able to recognize Esmeralda and would often asks about Esmeralda and her family every time she visited the stall. When Esmeralda heard that the stall would be closing for good as Auntie Agnes is retiring, she felt a great sense of loss for the 60-year-old stall which is steeped in cultural heritage due to the traditional methods used in the making of the cakes.

As Esmeralda had some previous experience operating a café, she decided that she would try to buy out the business from Auntie Agnes so as to preserve the cultural heritage of the stall.

Subsequently, Esmeralda visited the stall and spoke to Auntie Agnes about her intention to buy out the business. Esmeralda said, “Auntie Agnes, you think about it – instead of closing down, you can sell the business to me for $80,000. It’s not a small amount of money and will go a long way in supporting your retirement. Also, all your previous hard work in building up the business will continue to live on.”

Auntie Agnes initially expressed some reluctance at handing the business over to an outsider but eventually agreed to consider what Esmeralda had said.

Later in the week, on a Wednesday, Esmeralda received a WhatsApp message from Auntie Agnes at 3.00 pm, which stated as follows: “Hi Esmeralda, I consulted with my daughter, and she says that I should ask for more than $100,000 for the business, including the lease at #01- 02, 170 Upper Bukit Timah Road and all associated intellectual property of the business.”