Smart Education Program Pty Ltd (in liq) v CLGC Australia Pty Ltd

Smart Education Program Pty Ltd (in liquidation) brought an action against CLGC Australia Pty Ltd in the Federal Court of Australia. The plaintiff claimed for breach of contract and misleading or deceptive conduct. The dispute arose out of an alleged agreement between the parties regarding an education business proposal. The plaintiff sought damages for the defendant's alleged breach of the agreement and for misleading the plaintiff in relation to the provision of guarantees to investing parents and the transfer of sufficient funds between China and Australia.

The court was required to determine whether a binding contract was formed between the parties. The plaintiff argued that an agreement was reached orally in China, evidenced by subsequent conduct. The court held that there was no intention to enter into legal relations due to the absence of agreement on important details. The subsequent conduct of considering each application in respect of a student on its merits did not indicate an intention to be bound for an indefinite period. The court also examined the extraterritorial application of Australian consumer law and concluded that the plaintiff could not rely on the alleged misleading representations as they did not have a way to predict the success of the business. The court dismissed the claims and cross-claims, and discharged orders freezing the assets of the defendants.

The court further considered the availability of a certificate under section 10 of the Federal Proceedings (Costs) Act 1981 (Cth). The trial judge had resigned but the resignation was not yet effective. The court held that a certificate was not available due to the discretionary factors not being in favour of the grant of a certificate. The court dismissed the amended originating process and the statement of cross-claim, and made no order as to costs. The orders made on 27 September 2017 and varied on 4, 9 and 27 October 2017, 2 November 2018 and 4 March 2019 (freezing the assets of the first and second defendants) were discharged.