De Costi Seafoods (Franchises) Pty Limited and Anor v Wachtenheim and Anor (No 3)

De Costi Seafoods (Franchises) Pty Limited and another brought an action against Wachtenheim and another, alleging misleading conduct in the sale of a business. The case reached the court with cross-claims filed by the defendants against others involved in the transaction. The primary legal issues were whether the defendants had engaged in misleading and unconscionable conduct in their representations about the business they were selling and whether there was a breach of contract. Additionally, the court considered whether the plaintiffs had relied on the representations and were entitled to damages.

The court found that the defendants had made oral representations about the profitability and condition of the business, which the plaintiffs relied upon when purchasing the business. The court determined that the defendants' conduct was not misleading but acknowledged that it was unreasonable for the defendants to rely on incomplete information. The court held that there was no unconscionable conduct as the defendants did not take unfair advantage of the plaintiffs' position. The plaintiffs were not entitled to damages for breach of contract because the representations did not form part of the contract terms. The court dismissed the cross-claim, except for the portions related to specific defendants, and ordered them to pay costs to the successful cross-defendants. The court also lifted the stay on the plaintiffs' original judgment and granted liberty to apply for further orders regarding costs within 28 days.

The final orders of the court included a judgment in favour of the first, second, fourth, fifth, and seventh cross-defendants on the cross-claim, dismissing the remainder of the cross-claim. The stay on the plaintiffs' judgment was removed, and the cross-claimants were ordered to pay the costs of the cross-claim to the successful cross-defendants. The court also granted liberty to the parties to apply within 28 days to vary the costs order or seek further orders regarding costs.