Mainteck Services Pty Ltd v Stein Heurtey SA

Mainteck Services Pty Ltd (Mainteck) appealed to the New South Wales Court of Appeal against a decision of the primary judge concerning a dispute arising from a "turnkey" contract for the construction of a power station. The dispute involved a "global claim" for delay and disruption, and Mainteck sought to amend its notice of appeal to challenge specific variation directions issued by Stein Heurtey SA (Stein Heurtey).

The Court of Appeal was required to determine whether to grant Mainteck leave to amend its notice of appeal, considering the significant delay in making the application and the nature of the proposed amendments. Furthermore, the Court had to consider the principles governing the construction of commercial contracts, particularly in relation to the interpretation of a "turnkey" contract and the assessment of a "global claim" for delay and disruption, applying principles established in cases such as *Electricity Generation Corporation v Woodside Energy Ltd*. The Court also considered the discretionary power of a primary judge to adopt or reject a referee's report and the extent of the obligation to provide reasons for such decisions.

The Court dismissed Mainteck's application to amend its notice of appeal, finding that the unexplained delay was significant and that the proposed amendments lacked merit. In relation to the substantive appeal, the Court found that the primary judge had correctly interpreted the contract and applied the relevant legal principles in assessing the global claim. The Court affirmed the principles of contractual interpretation, emphasising the importance of context, surrounding circumstances, and the purpose of the contract, and noted that descriptive labels like "turnkey" were unhelpful in determining construction. The Court also confirmed that the primary judge's adoption of the referee's report was a proper exercise of discretion.

Consequently, the Court of Appeal dismissed the appeal and ordered that the notice of motion filed on 8 October 2013 be dismissed. The parties were directed to file a note of any consent orders as to costs within 14 days, or otherwise file submissions on proposed costs orders.