Ryde Developments Pty Ltd v The Property Investors Alliance Pty Ltd

The appeal in *Ryde Developments Pty Ltd v The Property Investors Alliance Pty Ltd* concerned a dispute over commission payable under an exclusive agency agreement. Ryde Developments Pty Ltd (the appellant) sought to set aside orders made by the primary judge which had declared that The Property Investors Alliance Pty Ltd (the respondent) was entitled to commission and had granted judgment in favour of the respondent on a cross-claim.

The court was required to determine several legal issues. These included whether the agency agreement provided for the property to be offered for sale by private treaty, given that the method of sale was left to the agent's discretion. The court also considered whether the agreement "specified the date" the vendor was provided with an approved guide by identifying the period in which the guide was provided, and whether commission was payable when no sales inspection report was included in the agreement, interpreting the meaning of "any" sales inspection report. Additionally, the court examined whether it was open to the appellant to fix a completion date more than one month after notifying the purchaser of the registration of the strata plan, and whether the appellant was obligated to replace purchasers when certain conditions of the agreement were not satisfied.

The Court of Appeal allowed the appeal, setting aside the primary judge's orders. The court held that the agency agreement did not specify the method of sale as private treaty, and therefore, the respondent was not entitled to commission under section 55 of the *Property, Stock and Business Agents Act 2002* (NSW). The court found that the agreement did not sufficiently specify the date the approved guide was provided, nor did it mandate the inclusion of a sales inspection report. Furthermore, the court determined that the appellant was not obliged to replace purchasers as the conditions for such an obligation were not met. Consequently, the court declared that the respondent was not entitled to any commission and dismissed the amended summons. The court also set aside the judgment granted on the cross-claim.