Kennett and Anor v Mayrana Pty Ltd and Ors (No 9) [2008] NSWIRComm 106

Industrial Court of New South Wales

CITATION: Kennett and Anor v Mayrana Pty Ltd and Ors (No 9) [2008] NSWIRComm 106

MATTER NUMBER IRC 3679 OF 2003 _________________________________

KEITH FRANKLIN KENNETT First Applicant

KF KENNETT NOMINEES PTY LIMITED (ACN 007 739 568) Second Applicant

MAYRANA PTY LTD (ACN 101 363 688) First Respondent

GARRATT'S LIMITED (ACN 000 003 725) Second Respondent

CHRISTOPHER CAMPBELL Third Respondent

PARTIES: MICHAEL TRAYNOR Fourth Respondent

MATTER NUMBER IRC 3680 OF 2003 _________________________________

MYONG HO PAK Applicant

MAYRANA PTY LTD (ACN 101 363 688) First Respondent

GARRATT'S LIMITED (ACN 000 003 725) Second Respondent

CHRISTOPHER CAMPBELL Third Respondent

MICHAEL TRAYNOR Fourth Respondent

FILE NUMBER(S): IRC 3679 and 3680 of 2003

CORAM: Schmidt J

Unfair Contract - sale of English Language College business - whether applicants made agreements under which work was to be performed after sale - whether applicants performed work at the College after the sale - whether work performed under the impugned contracts or arrangements - issues of credit - who brought contracts to an end - repudiation considered - termination by respondents - consideration of fair notice - consideration of fairness of remuneration - sale agreement and section 106(2A) of Industrial Relations Act 1996 - fairness of sale price fixed by reference to profitability of College - profitability of College - due diligence exercise - expert evidence - hypothetical revenue figure not established - claimed net profit figure not established - unreliability of due diligence exercise not established - applicants not overborne in negotiations contracts varied - money orders - discretion - necessity for applicants to have clean hands - exercise of discretion refused, as to part of claim - money orders made