Press Check Pty Ltd v CHS Enterprises Pty Ltd [2008] NSWSC 1188

New South Wales Supreme Court

CITATION : Press Check Pty Ltd v CHS Enterprises Pty Ltd [2008] NSWSC 1188

HEARING DATE(S) : 9, 10, 14 October 2008

JUDGMENT DATE : 12 November 2008

JURISDICTION : Equity Division

JUDGMENT OF : Young CJ in Eq

DECISION : Plaintiffs entitled to verdict for money for defendants' failure to carry out contract terminating business relations with equitable charge over property of former business in defendants' possession.

CATCHWORDS : EQUITY [38]- Misrepresentation alleged to have effect of avoiding deed dealing with termination of business- Held on facts no misrepresentation.

LEGISLATION CITED : Contracts Review Act 1980, s 6

CATEGORY : Principal judgment

CASES CITED : Toll (FGCT) Pty Ltd v Alphapharm Pty Ltd (2004) 219 CLR 165

Press Check Pty Ltd (First Plaintiff/Cross-Defendant) Agustina Chun (Second Plaintiff) PARTIES : CHS Enterprises Pty Ltd (First Defendant/First Cross-Claimant) Robin Hu (Second Defendant/Second Cross-Claimant) Alice Guo (Third Defendant/Third Cross-Claimant)

FILE NUMBER(S) : SC 3993/08

COUNSEL : S A Benson (Plaintiffs/First Cross-Defendant) M Bateman (Defendants/Cross-Claimants)

SOLICITORS : Lenehan & Co (Plaintiffs/First Cross-Defendant) Raymond Lee & Co (Defendants/Cross-Claimants)

IN THE SUPREME COURT OF NEW SOUTH WALES EQUITY DIVISION

YOUNG CJ in EQ

Wednesday 12 November 2008

3993/08 – PRESS CHECK PTY LTD v CHS ENTERPRISES PTY LTD JUDGMENT 1 HIS HONOUR: The first plaintiff is a company that was incorporated on 25 October 2006 to operate a printing and design business. 2 As at 31 March 2008, the shareholders in the first plaintiff were Agustina Chun (the second plaintiff) and Robin Hu (the second defendant). The other defendants are CHS Enterprises Pty Ltd (the first defendant) a company whose sole shareholder is Mr Hu and Weifeng Guo, known in Australia as Alice Guo, Mr Hu's wife (the third defendant). 3 In the course of operating its business, the first plaintiff took certain valuable equipment and vehicles on hire or lease from finance companies. The principal items were listed in the statement of claim with the following descriptions: * Screen CTP + 2 Epson Proofers; * Heidelberg SM 52/4; and * Lexus IS 250. 4 In addition, the first plaintiff had assets of lesser importance including software, goodwill and consumables. 5 It is common ground that in March 2008, there was a discussion between Fie Chun (the husband of Agustina Chun) and Mr Hu in which they agreed that they needed to terminate their business relationship. Following this discussion, Mr Chun instructed his solicitor to draw up a deed to regulate the termination. 6 Mr Chun said in his affidavit of 8 October 2008, and this was not disputed, that when the terms of the dissolution were being discussed, Mr Chun handed Mr Hu a list of plant, equipment, cars and factory leases and the following conversation took place: