Ah Sam v Mortimer

The appeal concerned a contract for the sale of a 50% interest in real property between Ah Sam (the appellant) and Mortimer (the respondent). Mortimer had advertised his interest for $300,000, but Ah Sam presented a one-page agreement for $250,000, which contained other improvident terms. Mortimer, who suffered from very poor eyesight, alleged he could not read the agreement and was unaware of the different price. Ah Sam was aware or ought to have been aware of Mortimer's visual impairment. The primary judge found that Mortimer could not read the agreement and was unaware of the price difference, establishing a special disadvantage. The agreement was consequently deemed void.

The legal issues before the Court of Appeal were whether the primary judge erred in finding a special disadvantage and unconscionable conduct, whether Mortimer was entitled to specific performance of the agreement (in the alternative to it being void), and whether Ah Sam was entitled to equitable compensation for expenditure on the property. The court also considered allegations of bias and procedural unfairness against the primary judge, including interventions during witness questioning, rejection of evidence, strong adverse findings, and the late grant of leave to amend pleadings. Further issues included the refusal of an adjournment, the use of audio-visual links, and the amendment of pleadings.

The Court of Appeal dismissed the appeal, upholding the primary judge's findings. The court found that Ah Sam had failed to surmount the high bar for overturning demeanour-based findings regarding Mortimer's inability to read the agreement and his lack of awareness of the price difference. This established a special disadvantage, rendering the agreement void due to unconscionable conduct. The court found that Ah Sam had not demonstrated he was ready, willing, and able to complete the contract, thus disentitling him to specific performance. Regarding equitable compensation, the court found insufficient evidence of Ah Sam's expenditure or enhancement of the property's value, and any potential entitlement was offset by his rent-free enjoyment of the property. The court found no bias or procedural unfairness, noting that the case had been conducted on the basis of unconscionability and that Ah Sam had ample time to respond to late-served material.

The appeal was dismissed with costs.