Garden Estate Hackham Pty Ltd v Angas Securities Ltd - [2018] SASCFC 140

SUPREME COURT OF SOUTH AUSTRALIA
(Full Court: Permission to Appeal in Private)
GARDEN ESTATE HACKHAM PTY LTD & ORS v ANGAS SECURITIES LTD & ORS
[2018] SASCFC 140
Judgment of The Full Court
(The Honourable Chief Justice Kourakis, The Honourable Justice Vanstone and The Honourable Justice Kelly)
21 December 2018
LIMITATION OF ACTIONS - CONTRACTS, TORTS AND PERSONAL ACTIONS - APPLICATION OF THE STATUTES TO PARTICULAR CAUSES OF ACTION
LIMITATION OF ACTIONS - CONTRACTS, TORTS AND PERSONAL ACTIONS - WHEN TIME BEGINS TO RUN - PARTICULAR CAUSES OF ACTION
Application for permission to appeal against a ruling of a Judge of this Court in refusing to permit the applicants to add a time barred claim for economic duress to an existing action in contract pursuant to rule 54(7)(a) of the Supreme Court Civil Rules 2006 (SA).
Held, per Curiam, refusing permission to appeal:
1. The underlying rationale for allowing an amendment pursuant to rule 54(7)(a), even though it is time barred, must be that it is an integral part of the controversy delineated by the statement of claim, or at least closely connected to it.
2. The considerations as posed in the proposed amended statement of claim played no part in the relatively straightforward claims already in existence.
Supreme Court Civil Rules 2006 (SA) rule 54(7)(a); Retirement Villages Act 2016 (SA); Australian Consumer Law (Cth); Corporations Act 2001 (Cth); Australian Securities and Investments Commission Act 2001 (Cth), referred to.

GARDEN ESTATE HACKHAM PTY LTD & ORS v ANGAS SECURITIES LTD & ORS
[2018] SASCFC 140
Civil: Application for Permission to Appeal

THE COURT: This is an application for permission to appeal against an order of a Judge of this Court refusing to permit the applicants (to whom I will refer as the plaintiffs) to add a time-barred claim for economic duress to an existing action in contract pursuant to the Supreme Court Civil Rules 2006 (SA) (SCR) r 54(7)(a).
It is convenient to first summarise the statement of claim filed on 21 September 2016 (the SOC) to which the plaintiffs sought to add their economic duress claim. The plaintiffs pleaded by way of background that Garden Estate Hackham Pty Ltd (GEH) signed a sale and purchase agreement to purchase a retirement village at Hackham (the Hackham Village) on 11 November 2009 for a purchase price of $4 million. The purchase was funded by a loan from the respondent, Angas Securities Ltd (Angas), of $2.6 million and another from Ravenswood Pty Ltd (Ravenswood) of $1 million. The plaintiffs also pleaded that on 21 December 2009 Garden Estate Christies Pty Ltd (GEC) purchased a retirement village at Christies Beach (the Christies Beach Village) for a price of $3.5 million, which was financed by way of loan from Angas of $2.1 million secured by mortgage and a second loan from Angas of $1 million.
Under a heading ‘The basis of the causes of actions’ the SOC recited discussions between the principal of GEH and GEC, Mr Michalakas, and representatives of Angas. Those discussions…

Grounds of appeal

[14] The appellant contends that the primary judge erred in finding that the respondent had discharged the onus of establishing the matters required under the relevant provision.

[15] It was submitted that his Honour failed to give adequate weight to the evidence of the second witness, and that the findings of fact were not reasonably open on the material before the Court.

[16] The respondent, for its part, submits that no error is disclosed, and that the conclusions reached were well within the range of outcomes available to the primary judge.

Consideration

[17] It is convenient to deal first with the question of construction, as the resolution of that issue informs the remaining grounds advanced by the appellant.

[18] For the reasons that follow, we are of the view that the appeal should be allowed in part and the matter remitted for further determination.

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Details

Case: [2018] SASCFC 140
Decision Date: 21 December 2018

CaseChat Overview and Summary

Garden Estate Hackham Pty Ltd (the appellant) appealed to the Full Court of the Supreme Court of South Australia against a decision of a single judge that dismissed its claim for damages against Angas Securities Ltd (the respondent). The dispute concerned the appellant's allegations that the respondent had breached its contractual obligations and engaged in misleading or deceptive conduct in relation to a loan facility provided to the appellant. The appellant sought to recover losses it allegedly suffered as a result of these actions.

The central legal issues before the Full Court were whether the appellant's claim was statute-barred under the *Limitation of Actions Act 1936* (SA) and, if not, whether the respondent had breached its contractual obligations or engaged in misleading or deceptive conduct. Specifically, the court had to determine when the cause of action accrued for the purposes of the limitation period, considering the nature of the alleged breaches and the appellant's knowledge of them.

The Full Court considered the principles governing the accrual of causes of action for breach of contract and misleading or deceptive conduct. It held that the appellant's cause of action accrued at the time of the alleged breaches, irrespective of whether the appellant was aware of the full extent of its loss or the respondent's conduct at that time. The court applied established principles of limitation law, finding that the appellant's claim was indeed out of time. The appeal was therefore dismissed.

Orders