Access Training Group Limited v James Michael Jane & Ors; Access Group Training Limited v Venture Capital Fund Australia Limited (No 2) [2023] NSWSC 1632

Supreme Court New South Wales

Medium Neutral Citation: Access Training Group Limited v James Michael Jane & Ors; Access Group Training Limited v Venture Capital Fund Australia Limited (No 2) [2023] NSWSC 1632 Hearing dates: On the papers; written submissions dated 12 and 14 December 2023 Date of orders: 20 December 2023 Decision date: 20 December 2023 Jurisdiction: Equity Before: Nixon J Decision: I make the following orders: In each of proceeding 2019/374869 and proceeding 2020/219022 1. The Court declares that: 1. pursuant to the terms of the Share Sale Agreement between James Jane, Judith Jane, John Goard and Suellen Goard (the AGT Shareholders) and Access Training Group Ltd (Holdings), the AGT Shareholders were obliged to pay, in their respective proportions of 25% each, the amount of $1.7m to Holdings on 17 July 2019, subject to an entitlement to set off against that obligation any debt owing by VCFA to AGT; 2. as at 17 July 2019, Venture Capital Fund Australia Limited (VCFA) was indebted to Access Group Training Limited (AGT) in the amount of $1,834,371.27; and 3. pursuant to clause 5.9 of the Share Sale Agreement, the obligation referred to in paragraph (a) above was set off against the debt referred to in paragraph (b) above as at 17 July 2019. In proceeding 2019/374869 1. The proceeding be dismissed. 2. Each party bear their own costs of the proceeding, subject to any previous interlocutory costs orders. In proceeding 2020/219022 1. Judgment in favour of AGT for $176,971.63. 2. Each party bear their own costs of the proceeding, subject to any previous interlocutory costs orders. Catchwords: COSTS – Interest calculations – Whether interest should apply at Court rates pursuant to s 100 of the Civil Procedure Act 2005 (NSW) and Practice Note SC Gen 16 COSTS – Calderbank offers – Whether costs incurred after the date of the letter of offer are payable on an indemnity basis Legislation Cited: Civil Procedure Act 2005 (NSW) s 100 Cases Cited: Calderbank v Calderbank [1975] 3 All ER 333 Category: Costs Parties: 2019/374869: Access Training Group Limited (Plaintiff) James Michael Jane (First Defendant) Judith Anne Jane (Second Defendant)