Uncertainty has long been a feature of the tort of conversion. The ways in which a chattel may be converted are ill-defined and, according to one senior judge, a definition of the action is “well nigh impossible”.1 However, one aspect of the tort always considered certain is that only chattels could be converted. Although an assumed fact rather than an express rule,2 the reason for the limitation is clear. Earlier lawyers would have encountered significant procedural difficulties had they argued that anything other than a chattel had been converted. Before the abolition of the forms of action, a claim in conversion involved the fictitious allegation that the claimant had lost his goods and the defendant, having found them, converted them to his own use (hence the old name for the action, “trover”, which means “finding”). This limited conversion to moveable property that existed in the real world. Land and intangible rights cannot be lost and found. Although we no longer assume that the defendant found the goods (the fictitious count being abolished in 1854), we still seem to assume that the goods must be capable of being found. However, two strong dissenting House of Lords’ opinions in the recent case of OBG v. Allan 3 case may cause us to rethink this. Lord Nicholls of Birkenhead and Baroness Hale were of the opinion that it is possible to convert contractual rights.

OBG, a civil engineering company, had found itself in severe financial difficulties. Its main customer, North West Water (NWW), was unsatisfied with the quality of work and refused to make any payments under outstanding contracts, depriving OBG of much needed capital. One of OBG’s creditors, Centriline, purported to appoint the defendants as administrative receivers. Having taken control of the premises and OBG’s other assets, the receivers also took control of their contractual relations. Advised that NWW was not willing to continue its relationship with the company, the receivers sought to bring its contractual claims against NWW to an end as quickly as possible and accepted £400,000

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