Case of Culpa in Contrahendo Won: The Principle of Good Faith Set a Judicial Precedent

 2025-11-25  6


On November 19, 2025, the Shanghai No.1 Intermediate People's Court rendered a final judgment on the pre-contractual liability dispute over a construction project contract between Yunzhong Company and Lanfan Company, dismissing Lanfan Company's appeal, upholding the first-instance judgment, and ordering Lanfan Company to compensate Yunzhong Company 500,000 yuan.

                           


In this case, entrusted by Lanfan Company, Yunzhong Company provided special services for the power scheme approval of its technology innovation headquarters and industrialization base project, investing substantial human, material and financial resources in coordinating key tasks such as temporary power demolition and scheme declaration, and ultimately successfully obtained the official power supply scheme approval from State Grid's local power company. However, after benefiting from the services, Lanfan Company breached its previous commitment to invite bids, failing to notify Yunzhong Company to participate in the project bidding and directly depriving it of the right to conclude a contract.

 

After accepting the entrustment from the plaintiff Yunzhong Company, the lawyer team consisting of Zhang Haijun and Shi Zhe from Shanghai Nuodi Law Firm quickly sorted out the core disputes of the case. With solid professional foundation, the team comprehensively fixed key evidence including WeChat communication records, power of attorney, and power supply scheme reply form, and clearly restored the entire process of contractual negotiations between the two parties by detailing a timeline mind map. In response to Lanfan Company's defenses such as "not entering the contract formation stage" and "the plaintiff not substantially participating in the approval", the team made precise refutations based on the constituent elements of pre-contractual liability combined with relevant provisions of the Civil Code, clarifying the core fact that Lanfan Company violated its pre-contractual obligations. Meanwhile, the team carefully sorted out evidence such as the plaintiff's human resource costs and the time span of project advancement, fully demonstrating the rationality of the reliance interest loss.

 

After trial, the court adopted the core agency opinions of the lawyer team, finding that Lanfan Company violated the principle of good faith during the contractual negotiation process, constituting pre-contractual liability. The first-instance court discretionarily supported 500,000 yuan in compensation, which was upheld by the second-instance court after trial. This victory not only recovered economic losses for the client, but also demonstrated the lawyer team's professional accumulation and efficient rights protection capabilities in the field of contract disputes. Especially against the background of the difficulty in protecting rights during the pre-contractual stage, it provides a major breakthrough practical reference for the protection of rights in similar cases, and has very important judicial practical significance.