Ellimark Pty Ltd v Calvo

Ellimark Pty Ltd brought proceedings against Calvo, a former solicitor, and others, seeking a declaration that Calvo was not entitled to a transfer of shares. Calvo claimed entitlement to the transfer, arguing that the agreements between him and Ellimark were not unfair in all the circumstances. The dispute also involved the interpretation of certain documents as conditional costs agreements under the Legal Profession Act 2004 and whether Calvo’s conduct was unconscionable. Additionally, the case addressed whether Calvo’s failure to produce a tax invoice for six years constituted an estoppel preventing him from claiming fees or costs.

The court needed to determine whether the agreements between Calvo and Ellimark were unfair in all circumstances, whether Calvo’s conduct was unconscionable, and if the documents in question were conditional costs agreements under the Legal Profession Act 2004. The court also had to decide whether the failure to produce a tax invoice constituted an estoppel.

The court found that the agreements between Calvo and Ellimark were not unfair in all circumstances. It held that Calvo's conduct, while not ideal, was not unconscionable. The court also determined that the documents were not conditional costs agreements, thus not void under the Legal Profession Act 2004. Finally, the court ruled that Calvo was not estopped from claiming fees or costs because Ellimark had not relied on his conduct in failing to produce a tax invoice.

The court ordered that Calvo was not entitled to the transfer of shares, and the agreements between the parties were enforceable. It further ruled that Calvo could claim fees and costs, and that the documents in question were not void.