Bohanna and Appleton t/as Anscot Partnership v Bohanna

The New South Wales Court of Appeal considered a dispute between partners of the Anscot Partnership, Mr. Bohanna and Mr. Appleton, and Mr. Bohanna in his personal capacity. The core of the disagreement concerned the dissolution of the partnership and the valuation of Mr. Bohanna's interest within it.

The Court was required to determine whether the partnership agreement had been validly terminated and, if so, the appropriate method for valuing Mr. Bohanna's share. A key issue was whether the valuation should be conducted on a "going concern" basis or a "break-up" basis, and how any goodwill should be treated in that valuation.

The Court analysed the terms of the partnership agreement and the conduct of the parties to ascertain the intended method of dissolution and valuation. It applied principles of partnership law regarding the dissolution of partnerships and the valuation of assets, including goodwill, in such circumstances. The Court found that the agreement contemplated a dissolution and subsequent valuation, and that the valuation should reflect the partnership's value as a going concern, incorporating goodwill.

The Court ordered that the partnership be dissolved and that an inquiry be held to determine the value of Mr. Bohanna's interest in accordance with the principles established in its judgment.