Chisholm v The Bankstown Trotting Recreational Club Ltd [2015] NSWSC 597

Supreme Court New South Wales

Medium Neutral Citation: Chisholm v The Bankstown Trotting Recreational Club Ltd [2015] NSWSC 597 Hearing dates: 16-20, 23 and 24 February 2015 Decision date: 20 May 2015 Jurisdiction: Equity Division Before: Darke J Decision: Plaintiff entitled to enforce 1987 Deed against first defendant. First defendant is bound by an estoppel precluding it from contending that its purchase of Lot 100 and/or its easement for car parking alters the legal effect of the 1987 Deed. Annual fee under 1987 Deed (aside from race sponsorship) determined at $180,000 per annum plus GST for period 1 November 2012 to 31 October 2017. Plaintiff entitled to recover outstanding fees from first defendant. Plaintiff entitled to relief to overcome effect of easement. Second defendant's claims against first defendant not established. Second defendant entitled to recover outstanding licence fees from plaintiff. Catchwords: ESTOPPEL – equitable estoppel – sale of land by licensor to sub-licensee – need to obtain consent of licensee – representations made that sale would not affect licensee's existing arrangements – reliance upon representations by licensee in giving consent – sale transaction involves grant to sub-licensee of easement over sub-licensed land – unconscionable for sub-licensee to assert that easement alters legal effect of existing sub-licence

ESTOPPEL – estoppel by convention – sale of land by licensor to sub-licensee – need to obtain consent of licensee – consent obtained, and parties subsequently proceed, on basis of assumption that sale would not affect licensee's existing arrangements – sub-licensee precluded from departing from shared assumption

CONTRACT – sub-licensee agreement permits use of land for car parking – agreement provides for payment of annual fee – fee to be reviewed periodically – fee to be determined as "a fair and reasonable sum considering all relevant circumstances at the time" – relevance of evidence of market value – assessment of competing approaches of expert valuers