Suttor v Gundowda Pty Ltd [1950] HCA 35

High Court of Australia Latham C.J. Williams and Fullagar JJ. Suttor v Gundowda Pty Ltd [1950] HCA 35

ORDER Appeal dismissed with costs.

Cur. adv. vult.

The Court delivered the following written judgment:—

Sept. 26 Latham C.J., Williams and Fullagar JJ.

This is an appeal by the defendant from a decree made by Roper C.J. in Eq., sitting as the Supreme Court of New South Wales in its equitable jurisdiction, ordering the specific performance of a contract made on 20th October 1947 between the plaintiff as purchaser and the defendant as vendor for the sale to the plaintiff on a walk-in walk-out basis of the defendant's station property Gundowda of 45,000 acres or thereabouts situated near Mudgee in the State of New South Wales. The purchaser agreed to pay £85,000 in cash, that the vendor should be allowed to reside in the homestead for his life and be supplied with milk, meat and riding horses, to pay the vendor an annuity of £600, and to retain the services of three relatives of the vendor, W. B. Suttor, A. C. McGrath and C. W. Howard, who worked on the station. The purchase price for the stock was £3,550, this being the value at which they stood in the defendant's books. The sale was the culmination of negotiations between one McManamey and the defendant extending over several months. In the first instance these negotiations resulted in an option to purchase dated 29th June 1947 expiring on 21st July 1947 by which McManamey agreed, if the option was exercised, to pay £12,000 cash free of commission, to take over the existing mortgage to the Bank of New South Wales at £66,000 and the existing wool lien to the N.Z.L. & M.A. Pty. Ltd. at £5,000, to allow the defendant to reside in the homestead for his life and to pay the defendant an annuity of £480 free of income tax. McManamey also agreed that in the event of the option being the basis of completion of the sale of Gundowda the purchaser would pay and be liable for all or any income taxation that might be assessed against the vendor in regard to any stock changing hands on the sale.