Australian Char Pty Ltd v Wood

Australian Char Pty Ltd (the appellant) appealed to the New South Wales Court of Appeal against the decision of the primary judge who had found in favour of the respondents, Mr and Mrs Wood, in their claim for damages for breach of contract and misleading and deceptive conduct. The dispute concerned the sale of a business, Australian Char, by the respondents to the appellant. The appellant alleged that the respondents had misrepresented the financial performance of the business and that the business was not as represented.

The Court of Appeal was required to determine whether the primary judge had erred in finding that the respondents had breached their contractual obligations and engaged in misleading or deceptive conduct. Specifically, the court considered whether the representations made by the respondents regarding the business's profitability and turnover were false and misleading, and whether the appellant had relied on these representations to its detriment. The court also had to assess the primary judge's assessment of damages.

Giles and Heydon JJA, with Foster AJA agreeing, found that the primary judge had correctly identified the misleading representations made by the respondents concerning the business's financial performance. The court affirmed that the respondents had breached their contractual obligations and engaged in conduct that contravened the *Trade Practices Act 1974* (Cth) (now the *Competition and Consumer Act 2010* (Cth)). The reasoning focused on the evidence presented, which demonstrated that the actual financial performance of the business was significantly poorer than represented. The court upheld the primary judge's assessment of damages, finding it to be a proper reflection of the loss suffered by the appellant as a result of the misrepresentations.

The appeal was dismissed with costs.