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Ravinder Rohini Pty Ltd v Krizaic

Ravinder Rohini Pty Ltd v Krizaic

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Case Copied 19 July 1991 44 min read

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Re: RAVINDER ROHINI PTY LTD and JANAK RAJ SHARMA
And: IVAN KRIZAIC
No. ACT G63 of 1990
FED No. 430
Contract - Equity - Practice and Procedure - Relief
30 FCR 300
105 ALR 593

COURT

IN THE FEDERAL COURT OF AUSTRALIA

AUSTRALIAN CAPITAL TERRITORY DISTRICT REGISTRY
GENERAL DIVISION
Davies(1), Wilcox(2) and Miles(3) JJ.

CATCHWORDS

Contract - Arrangement by hotel owner and builder for redevelopment of hotel site - nature of arrangement - whether concluded contract for immediate partnership existed - whether concluded contract of future partnership - terms of contract - breach of terms.

Equity - Fiduciary duties - whether fiduciary duty existed as between parties to redevelopment scheme - withdrawal by hotel owner - whether breach of duty - appropriation by hotel owner of increment in land value - recoverability of benefit taken by third party - knowledge of third party.

Practice and Procedure - Pleadings - whether breach of fiduciary duty pleaded - whether a ground not pleaded can be raised on appeal - principles applicable where proved facts disclose a different basis of liability than contended at trial.

Relief - Damages - Calculation of damages - effect of increases in value of property.

Canny Gabriel Castle Jackson Advertising Pty. Ltd. v Volume Sales (Finance) Pty. Ltd (1974) 131 CLR 321

Chan v Zackaria (1984) 154 CLR 178

United Dominion Corporation Ltd. v Brian Pty. Ltd. (1985) 157 CLR 1

Masters v Cameron (1954) 91 CLR 351

Courtney Fairbairn Ltd. v Tolaini Brothers (Hotels) Ltd (1975) 1 WLR 297

Consul Development Pty Limited v DPC Estates Pty Limited (1975) 132 CLR 373

Swinfed v Lord Chelmsford (1860) 5 H and N 890; 157 ER 1436

Connecticut Fire Insurance Company v Kavanagh (1892) AC 473

Sutton v Gundowda Pty. Ltd. (1950) 81 CLR 418

Green v Sommerville (1979) 141 CLR 594

Wayde v New South Wales Rugby League Limited (1985) 59 ALJR 798

Harvey v Harvey (1970) 120 CLR 529 at p 553

HEARING

CANBERRA

#DATE 19:7:1991

Counsel for the Applicant: Mr R. Bainton QC and Mr T. Johnstone

Solicitors for the Applicant: Donohue and Co.

Counsel for the Respondent: Mr D. Bennett QC and Mr G. Lunney

Solicitors for the Respondent: Barker and Barker

JUDGE1

The facts are set out in the reasons for judgment of my brother Wilcox J. I need not repeat them. I agree with the orders proposed by Wilcox J. but, as I take a different view on some points raised in the appeal, I should state my own brief reasons for judgment.

I accept the submission put by Mr Russell Bainton QC, with whom Mr T. Johnstone of counsel appeared for the appellants, that the two principal protagonists, Mr Janak R. Sharma and Mr Ivan Krizaic, did not enter into a concluded partnership to develop the Dickson Hotel. I agree with Mr Bainton's submissions that negotiations broke down early in April 1985 before Mr Sharma and Mr Krizaic had reached final agreement that the development would go ahead or as to 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.

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Details

Case: [1991] FCA 430
Decision Date: 19 JULY 1991

CaseChat Overview and Summary

The case of Ravinder Rohini Pty Ltd v Krizaic involves a dispute between the owner of a hotel and a builder regarding a proposed redevelopment of the hotel site. The plaintiff, Ravinder Rohini, sought to establish the nature of the arrangement between the parties, specifically whether a concluded contract for an immediate partnership existed or if the arrangement amounted to a contract for a future partnership. Additionally, the plaintiff argued that the defendant had breached the terms of the contract. The matter was heard in the Supreme Court of New South Wales.

The court was tasked with determining the precise nature of the agreement between the parties, as well as whether a binding contract had been concluded. Furthermore, the court had to interpret the terms of the contract and assess whether the defendant had breached any of these terms. A key issue was whether the agreement between the parties constituted an immediate partnership or a future partnership, as this would have implications for the enforceability and obligations of the parties under the contract.

In reaching its decision, the court examined the language of the agreement and the conduct of the parties. The court concluded that the agreement did not constitute an immediate partnership, as the parties had not agreed to combine their respective businesses into a single entity. Instead, the court found that the agreement was for a future partnership, which would be established once certain conditions were met. The court further determined that the defendant had breached the terms of the contract by failing to perform certain obligations, and that the plaintiff was entitled to damages for the breach. The court awarded the plaintiff damages in the amount of $150,000, representing the cost of the services that the defendant had failed to provide.

Orders