Evidence of prior similar transactions with third parties is not admissible as similar fact evidence on the question of intention to create legal relations where the facts of the transaction in question are not in dispute, because intention is assessed objectively from what the parties said and did. A director's promise to a third party to perform services that may overlap with duties owed to the company constitutes good consideration because the duties are owed to the company, not to the third party promisee. In assessing damages for non-delivery of shares, restrictions on sale that are personal to the promisee (such as possession of price-sensitive information) are not inherent characteristics of the shares and should not affect the assessment of their market value at the date of breach.
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