Novus Australia Energy Company v Gulf Petroluem (Australia) [2001] NSWSC 579

New South Wales Supreme Court

CITATION : Novus Australia Energy Company v Gulf Petroluem (Australia) [2001] NSWSC 579 CURRENT JURISDICTION: Equity Division Commercial List FILE NUMBER(S) : SC 50109/00 HEARING DATE(S) : 21 June 2001 JUDGMENT DATE : 12 July 2001

PARTIES : Novus Australia Energy Company Pty Limited -v- Gulf Petroleum (Australia) Pty Ltd & Gulf Canada Resources Limited JUDGMENT OF : Hunter J

COUNSEL : Applicant/Plaintiff: P R Whitford Respondent/ Defendants: T D Castle SOLICITORS : Applicant/Plaintiff: Corrs Chambers Westgarth Respondent/ Defendants: Mallesons Stephen Jaques CATCHWORDS : Practice & Procedure - order for production of legal advice referred to in discovered documents in pre-trial procedure - claim of privilege - waiver - application of Pt 3.10 Division 1 Evidence Act 1995. LEGISLATION CITED : Evidence Act 1995 Mann v Carnell (1999) 168 ALR 86 CASES CITED : Esso Australia Resources Ltd v Federal Commissioner of Taxation (1999) 168 ALR 123 Ampolex Ltd v Perpetual Trustee Company (Canberra) Ltd (1996) 40 NSWLR 12 DECISION : Application dismissed with costs.

IN THE SUPREME COURT OF NEW SOUTH WALES EQUITY DIVISION COMMERCIAL LIST HUNTER J THURSDAY 12 JULY 2001

50109/00 NOVUS AUSTRALIA ENERGY COMPANY PTY LTD -v- GULF PETROLEUM (AUSTRALIA) PTY LTD & GULF CANADA RESOURCES LIMITED

REASONS FOR JUDGMENT

1 These proceedings centre upon the proper construction of the terms of a share purchase agreement (the agreement), involving the parties, under which the plaintiff agreed to purchase all of the issued share capital in a corporation known as Gulf (Aust) Resources NL (the corporation). Under the terms of the agreement provision was made for an adjustment of the purchase price, inter alia, dependent upon the hydrocarbon inventory of the corporation at a stipulated date. 2 A dispute exists between the parties as to the operation of the agreement in relation to that adjustment. In the course of correspondence over this issue, prior to the institution of these proceedings, on 27 March 2000, the corporate counsel for the second defendant (Gulf) wrote to the plaintiff's parent company (Novus) in terms as follows: