Haigh v Haddad

Case [2025] NSWCA 28

Court of Appeal


Supreme Court


New South Wales

  • Amendment notes
Medium Neutral Citation: Haigh v Haddad [2025] NSWCA 28
Hearing dates: 25 February 2025
Decision date: 03 March 2025
Before: Ward P; Adamson JA
Decision:

(1)   Refuse leave to appeal.

(2)   Order the applicants to pay the respondents’ costs.

Catchwords:

APPEALS — Leave to appeal — appeal from summary dismissal — where multiple prior proceedings brought on behalf of related parties — abuse of process — reflective loss — whether reflective loss applies to indirect but ultimate shareholders — whether distinct loss of applicants can be discerned — whether appeal demonstrates an issue of principle, question of public importance, or reasonably clear injustice

Legislation Cited:

Supreme Court Act 1970 (NSW), s 101

Uniform Civil Procedure Rules 2005 (NSW), rr 13.2, 13.4, 14.28, 42.21

Cases Cited:

CBRE (V) Pty Ltd v Trilogy Funds Management Ltd (2021) 107 NSWLR 202; [2021] NSWCA 316

Central Coast Council v Norcross Pictorial Calendars Pty Ltd [2021] NSWCA 75; (2021) 391 ALR 157

City of Botany Bay Council v Jazabas Pty Limited (ACN 060 105 053) [2001] NSWCA 94

Haigh v Department of Planning NSW [2022] NSWSC 1434

Haigh v Haddad [2024] NSWSC 904

In the matter of HIH Insurance Limited (in liquidation; De Bortoli Wines (Superannuation) Pty Ltd & anor v McGrath & ors [2014] NSWSC 774

Jazabas Pty Ltd v Haddad [2006] NSWSC 559

Jazabas Pty Ltd v Haddad [2007] NSWCA 291

Jazabas Pty Ltd v Haddad [2008] NSWSC 593

Jazabas Pty Ltd v Haddad [2010] NSWSC 594

Jazabas Pty Ltd v Haddad (Court of Appeal (NSW), 20 March 2009, unrep)

Jazabas v Botany Council [2000] NSWSC 58

Port of Melbourne Authority v Anshun Pty Ltd (1981) 147 CLR 589; [1981] HCA 45

PPK Willoughby Pty Ltd v Baird [2019] NSWCA 48

Re Refugee Tribunal; Ex Parte Aala (2000) 204 CLR 82; [2000] HCA 57

Reichel v Magrath (1889) 14 App Cas 665

Rialto Sports Pty Ltd v Cancer Care Associates [2022] NSWCA 146

Rippon v Chilcotin Pty Ltd (2001) 53 NSWLR 198; [2001] NSWCA 142

Sevilleja v Marex Financial Ltd [2021] AC 39; [2020] UKSC 31

Spencer v The Commonwealth (2010) 241 CLR 118; [2010] HCA 28

State Bank of NSW Ltd v Stenhouse Ltd (1997) Aust Tort Rep 81-423

Category:Principal judgment
Parties: Stephen William Haigh (First Applicant)
Dimitrios Kikiras (Second Applicant)
Sam Haddad (First Respondent)
State of New South Wales (Second Respondent)
Representation:

Counsel:
P E King (Applicants)
V Thomas SC / H Rogers (Respondents)

Solicitors:
Mihalatos & Associates (Applicants)
Crown Solicitors Office (Respondents)
File Number(s): 2024/292919
 Decision under appeal 
Court or tribunal:
Supreme Court
Jurisdiction:
Common law — Civil
Citation:

Haigh & Anor v Haddad & Anor [2024] NSWSC 904

Date of Decision:
26 July 2024
Before:
Weinstein J
File Number(s):
2020/308863

HEADNOTE

[This headnote is not to be read as part of the judgment]

This case concerns a claim by the applicants, Stephen Haigh and Dimitrios Kikiras, against Sam Haddad (an officer…

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AGLC
Haigh v Haddad [2025] NSWCA 28
Case
[2025] NSWCA 28
Decision Date

CaseChat Overview and Summary

The applicants, Haigh and others, sought leave to appeal against a summary dismissal of their proceedings by the primary judge. The respondents were Haddad and others. The dispute concerned allegations of breaches of directors' duties and misleading and deceptive conduct, which the applicants claimed caused loss to a company, and consequently, to themselves as indirect but ultimate shareholders. The appeal was heard by Ward P and Adamson JA in the Court of Appeal of New South Wales.

The central legal issues before the Court of Appeal were whether the primary judge erred in summarily dismissing the proceedings as an abuse of process, specifically considering the doctrine of reflective loss. The court was required to determine whether the principle of reflective loss applied to indirect but ultimate shareholders, whether the applicants could demonstrate a distinct loss separate from that of the company, and whether the appeal raised an issue of principle, a question of public importance, or a reasonably clear injustice that would warrant granting leave to appeal.

The Court of Appeal reasoned that the applicants' claims were fundamentally about losses suffered by the company, which were then reflected in the diminished value of their shareholdings. Applying the principle of reflective loss, the court held that such claims are generally for the company to bring, not for individual shareholders, unless a distinct, personal loss can be identified. The court found that the applicants had failed to demonstrate a distinct loss that was not merely a consequence of the company's loss. Furthermore, the court concluded that the appeal did not raise an issue of principle, a question of public importance, or a reasonably clear injustice, and therefore, the threshold for granting leave to appeal was not met.

Consequently, the Court of Appeal ordered that leave to appeal be refused and that the applicants pay the respondents' costs.

Orders

Orders of the court

(1) Refuse leave to appeal.

(2) Order the applicants to pay the respondents’ costs.

Background

Background to the litigation

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Evidence

Evidence Before The Court

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Decision

Reasons for decision

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Ratio Decidendi

Legal Principle Established

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