In the matter of Hair Industrie Penrith Pty Ltd, Hair Industrie Merrylands Pty Ltd [2015] NSWSC 1578

Supreme Court New South Wales

Medium Neutral Citation: In the matter of Hair Industrie Penrith Pty Ltd, Hair Industrie Merrylands Pty Ltd [2015] NSWSC 1578 Hearing dates: 25 – 26 August, 3 September 2015 (last written submissions 20 October 2015) Decision date: 27 October 2015 Jurisdiction: Equity - Corporations List Before: Black J Decision: Held that the Plaintiff is entitled to damages as against the Defendants for a breach of contract relating to Hair Industrie Penrith Pty Ltd. Held that the Plaintiff's claim in restitution relating to Hair Industrie Merrylands Pty Ltd fails. Parties to bring in agreed Short Minutes of Order within fourteen days and, if there is no agreement, the parties are to submit respective Short Minutes of Order together with short submissions as to the differences between them. Catchwords: CONTRACTS – general contractual principles – where contracts for acquisition of shares by the Plaintiff and her appointment as a director of two companies – where Defendants allegedly breached the contracts – where Defendants did not lead any evidence – where limited evidence as to quantification of damages – whether damages established – whether restitution for total failure of consideration. Legislation Cited: - Civil Procedure Act 2005 (NSW) s 101 - Uniform Civil Procedure Rules 2005 (NSW) r 29.10 Cases Cited: - Baltic Shipping Co v Dillon [1993] HCA 4; (1993) 176 CLR 344 - Commonwealth v Amann Aviation Pty Ltd (1991) 174 CLR 64 - JLW (Vic) Pty Ltd v Tsiloglou [1994] 1 VR 237 - McCrohan v Harith [2010] NSWCA 67 - Placer (Granny Smith) Pty Ltd v Thiess Contractors Pty Ltd (2003) 77 ALJR 768 - Schindler Lifts Australia Pty Ltd v Debelak (1989) 89 ALR 275 - State of New South Wales v Moss (2000) 54 NSWLR 536 - Troulis v Vamvoukakis [1998] NSWCA 237 - Uszok v Henley Properties (NSW) Pty Ltd [2007] NSWCA 31 Texts Cited: K Mason, JW Carter & GJ Tolhurst, Mason & Carter's Restitution Law in Australia, (2nd ed 2008, LexisNexis Butterworths) Category: Principal judgment Parties: Romona Kraissa (Plaintiff) Hair Industrie Penrith Pty Ltd (First Defendant) Hair Industrie Merrylands Pty Ltd (Second Defendant) Steve Choukair (Third Defendant) Mohamad Choukair (Fourth Defendant) Representation: Counsel: M Painter SC/J Gatland (Plaintiff) W Chan (25-26 August), R Clark (3 September) (Third and Fourth Defendants)