Al Maha Pty Ltd v Coplin [2017] NSWCA 318

Court of Appeal Supreme Court New South Wales Medium Neutral Citation: Al Maha Pty Ltd v Coplin [2017] NSWCA 318 Hearing dates: 28 July 2017 Decision date: 11 December 2017 Before: Macfarlan JA at [1]; Meagher JA at [2]; Gleeson JA at [67] Decision: 1. Allow the appeal. 2. Set aside the declarations and orders numbered 1 to 7 made on 16 December 2016 and in lieu thereof order that the Statement of Claim be dismissed with costs. 3. First respondent pay the costs of the appellant and second respondent of the appeal. Catchwords: CONTRACTS – Unjust contracts – Contracts Review Act 1980 (NSW) – where option agreement entitled property developer to purchase residential property within 18 months and entitled owner to require sale within 6 weeks thereafter – where owner believed agreement entitled him to require sale within 18 months – where owner anticipated delay before exchange sufficient to take legal advice – where amendments to price and non-price terms negotiated by owner and conveyancer on behalf of owner – whether option agreement unjust – whether option agreement should be declared void ab initio Legislation Cited: Australian Consumer Law, ss 18, 21 and 30 Contracts Review Act 1980 (NSW), ss 4, 7, 9 Cases Cited: Australian Competition and Consumer Commission v Samton Holdings Pty Ltd (2002) 117 FCR 301; [2002] FCAFC 4 Canty v PaperlinX Australia Pty Ltd [2014] NSWCA 309 Perpetual Trustee Company Limited v Albert and Rose Khoshaba [2006] NSWCA 41 Provident Capital Ltd v Papa (2013) 84 NSWLR 231; [2013] NSWCA 36 West v AGC (Advances) Ltd (1986) 5 NSWLR 610 Texts Cited: Friedrich Kessler, "Contracts of Adhesion—Some Thoughts About Freedom of Contract" (1943) 43 Colum L Rev 629 Category: Principal judgment Parties: Al Maha Pty Ltd (Appellant) Iraklis Gary Coplin (First Respondent) PropertyFox Pty Ltd (Second Respondent) Representation: Counsel: TM Faulkner SC and M Fernandes (Appellant) M Green SC and B Oliak (First Respondent)