AIIB Pty Limited v Beard [2009] NSWSC 1001

New South Wales Supreme Court

CITATION : AIIB Pty Limited v Beard [2009] NSWSC 1001

HEARING DATE(S) : 4, 5, 6 and 11 February and 16 July 2009

JUDGMENT DATE : 24 September 2009

JURISDICTION : Equity

JUDGMENT OF : Ward J

As against first defendant, plaintiff to elect between account of profits and equitable compensation to be assessed on enquiry. DECISION : As against second defendant, enquiry as to damages ordered. Claim dismissed against third defendant. On cross-claim, first and second defendant ordered to indemnify third defendant.

CATCHWORDS : CONTRACTS - general contractual principles - offer and acceptance - whether contracts formed between plaintiff and first or second defendant - whether breach of confidentiality or non-solicitation provisions of contracts - held that contract formed between plaintiff and second defendant - held that second defendant had breached confidentiality and non-solicitation provisions of contract - EQUITY - general principles - obligations of confidence - whether first or second defendant owed equitable obligation of confidence to plaintiff - whether breach of obligation of confidence - whether third defendant liable as principal of first or second defendant or otherwise - held that first defendant owed and breached equitable obligation to plaintiff - held that third defendant not liable as principal as relevant acts outside scope of agency and s 917B Corporations Act inapplicable

LEGISLATION CITED : Corporations Act 2001 Uniform Civil Procedure Rules

CATEGORY : Principal judgment

Blackburn, Low & Co v Vigors (1887) 12 App Cas 531 Coco v AN Clark (Engineers) Limited [1969] RFC 41 Corrs Pavey Whiting & Byrne v Collector of Customs (Vic) (1987) 14 FCR 434 Deta Nominees Pty Limited v Viscount Plastic Products Pty Limited [1979] VR 167 El Ajou v Dollar Land Holdings Plc [1994] 2 All ER 685 Expectation Pty Limited v PRD Realty Pty Limited (2004) 140 FCR 17 Faccenda Chicken Limited v Fowler [1987] Ch 117 Film Bars Pty Limited v Pacific Film Laboratories Pty Limited (1979) 1 BPR 9251 Freeman & Lockyer (a firm) v Buckhurst Park Properties (Mangal) Limited [1964] 2 QB 480 Gurr v Robinson (unreported, 10 February 1986) Hadid v Redpath (2001) 35 MVR 152 Halliday & Nicholas Insurance Brokers Pty Limited v Corsiatto [2001] NSWCA 188 CASES CITED : In re Robinson's Settlement: Gant v Hobbs [1912] 1 Ch 717 Laws Holdings Pty Limited v Short (1972) 46 ALJR 563 Mid-City Skin Cancer and Laser Centre Pty Limited v Zahedi-Anarak (2006) 67 NSWLR 569 Monie v Commonwealth of Australia (2005) 63 NSWLR 729 NAIS v Minister for Immigration and Multicultural and Indigenous Affairs (2005) 228 CLR 470 Peter Pan Manufacturing Corp v Corsets Silhouette Limited [1964] 1 WLR 96 Pitcher v Langford (1991) 23 NSWLR 142 Robb v Green [1895] 2 QB 1 Sasson v Fahevu [1999] NSWCA 400 Southern Real Estate v Dellow (2003) 87 SASR 1 Talbot v General TV Corp Pty Limited [1980] VR 224 Vokes v Heather (1945) 62 RPC 135 Warman International Limited v Dwyer (1995) 182 CLR 574