Macnamara v Martin - [1908] HCA 86

MACNAMARA MARTIN

ON APPEAL FROM THE SUPREME COURT OF Principal and agent - Agent employed to find purchaser - -Right of agent to

remuneration - Commission or quantum meruit - Misconduct of agent after revocation of authority-Agent acting contrary to instructions. Practice- - Appeal- Application for new trial Parties bound by course of trial- Dec. 16, 17,

Appeal involving small amount-Costs.

If an agent employed on commission to find a purchaser for a property succeeds in introducing to the vendor a bond fide purchaser ready and willing

7 CLR 700

to enter into a contract of sale on the terms proposed, he is entitled to remunera- tion for his services, either the commission agreed upon if the sale takes place, or a quantum mernit if no sale results and anything that he may do subse. quently to the prejudice of his principal, though it may expose him to an action for damages will not disentitle him to the remuneration already

A hotelkeeper employed an agent for a commission of £50 to find a purchaser for the goodwill and lease of his hotel on certain terms. The agent introduced a person ready and willing to purchase on the terms proposed. The vendor, intending not to accept the purchaser, instructed the agent to do nothing in the matter until he received further instructions, and later gave the agent new instructions embodying fresh terms of sale, and directed him to have no further dealing with the purchaser in question. The agent, after receiving those instructions, induced the purchaser to sign a contract of sale on the original terms, and signed it himself as agent for the vendor. The vendor refused to pay commission on the ground that the agent had acted in disobedi- ence of his instructions. The agent sued the vendor and recovered a verdict for the full amount of the commision. At the trial the Judge directed the jury that, if they thought that the plaintiff had found a purchaser ready and willing to buy, they should find a verdict for the amount claimed.

Held, that the agent before the revocation of his authority had carried out his contract, and was therefore entitled to such remuneration as the jury thought his services were worth up to the full amount of £50, or to damages for having been prevented from earning his commission, and that the jury should have been so directed, but that, as the whole contest at the trial on both sides had been whether the agent was entitled to the whole £50 or nothing, the defendant was not entitled to a new trial on the ground of misdirection.

Quaere, whether it would have been an answer to the agent's claim for commission that the vendor objected on reasonable grounds to the proposed purchaser as not being a fit and proper person to become the tenant of a

In allowing an appeal which involved an important principle of law the Court ordered the respondent to pay the…

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.

Continue reading Macnamara v Martin

Details

AGLC: Macnamara v. Martin [1908] HCA 86
Case: [1908] HCA 86
Decision Date: 18 December 1908

CaseChat Overview and Summary

This case involved an appeal from the Supreme Court of New South Wales concerning a dispute between a hotelkeeper (the respondent) and a commission agent (the appellant). The agent had been employed to find a purchaser for the hotel's goodwill and lease on specific terms for a commission of £50. The agent introduced a ready and willing purchaser, but the hotelkeeper subsequently instructed the agent to cease dealings with that purchaser and offered new terms. Despite these instructions, the agent induced the purchaser to sign a contract on the original terms and claimed his commission. The hotelkeeper refused to pay, leading to the agent suing for commission and initially succeeding in the District Court. The Supreme Court, however, set aside this verdict.

The central legal issues before the High Court were whether the agent, having introduced a suitable purchaser before his authority was effectively revoked or altered, was entitled to remuneration despite subsequent actions that contravened the vendor's instructions, and whether the trial judge's direction to the jury was appropriate. Specifically, the court had to consider if the agent's actions after receiving new instructions constituted misconduct that disentitled him to any commission or damages, and if the jury should have been directed to consider a quantum meruit for services rendered rather than a fixed commission.

The High Court reasoned that the agent had fulfilled his contractual obligation by introducing a bona fide purchaser ready and willing to buy on the proposed terms before his authority was revoked. Therefore, he was entitled to remuneration, either the agreed commission if a sale had occurred, or a quantum meruit for the value of his services if no sale resulted. The court held that any subsequent actions by the agent, even if they prejudiced the principal, would not disentitle him to remuneration already earned, unless those actions caused damage to the principal. The court found that the trial judge's direction, while not perfectly precise as it did not explicitly account for a quantum meruit, was acceptable given that the entire contest at trial was whether the agent was entitled to the full £50 or nothing. The court also noted that the alleged misconduct occurred after the agent had earned his entitlement and did not cause demonstrable harm to the vendor.

Consequently, the High Court allowed the appeal, discharged the order of the Supreme Court, dismissed the motion for a new trial, and restored the judgment of the District Court. The respondent was ordered to pay the costs of the appeal.

Orders