Jewelsnloo Pty Ltd v Sengos [2016] NSWCA 309

Court of Appeal Supreme Court New South Wales Medium Neutral Citation: Jewelsnloo Pty Ltd v Sengos [2016] NSWCA 309 Hearing dates: 18 October 2016 Decision date: 16 November 2016 Before: Beazley ACJ at [1]; Macfarlan JA at [2]; Payne JA at [94] Decision: Appeal dismissed with costs. Catchwords: TRADE AND COMMERCE – contract for sale of business – whether purchaser relied on vendor's representations concerning the business' sales figures – bargain struck on basis that price discounted in return for purchaser's non-reliance on representations

TRADE AND COMMERCE – contract for sale of business – whether representations by silence that earlier owner of the business did not intend to compete with it – any expectation that that intention would be disclosed not reasonable Legislation Cited: Australian Consumer Law (Sch 2, Competition and Consumer Act 2010 (Cth)) Cases Cited: Butcher v Lachlan Elder Realty Pty Ltd (2004) 218 CLR 592; [2004] HCA 60 Campbell v Backoffice Investments Pty Ltd (2008) 66 ACSR 359; [2008] NSWCA 95 Campbell v Backoffice Investments Pty Ltd (2009) 238 CLR 304; [2009] HCA 25 Demagogue Pty Ltd v Ramensky (1992) 39 FCR 31 Hungerfords v Walker (1989) 171 CLR 125 Lam v Ausintel Investments Australia Pty Ltd (1989) 97 FLR 458 Miller & Associates Insurance Broking Pty Ltd v BMW Australia Finance Ltd (2010) 241 CLR 357; [2010] HCA 31 Sanrod v Dainford (1984) 54 ALR 179 Category: Principal judgment Parties: Jewelsnloo Pty Ltd (Appellant) Paul Sengos (First Respondent) Stan Kotsiopoulos (Second Respondent) Kalyopy Kotsiopoulos (Third Respondent) Wholesale National Pty Ltd (Fourth Respondent) Associated Products Pty Ltd (Fifth Respondent) Representation: Counsel: P A Beale/E Chrysostomou (Appellant) J F Hassett (First, Fourth and Fifth Respondents) M Green SC/D M Jay (Second and Third Respondents)