Traderight (NSW) Pty Ltd v Bank of Queensland Ltd

Traderight (NSW) Pty Ltd, the appellant, brought proceedings against the Bank of Queensland Ltd, the respondent, alleging misleading or deceptive conduct in contravention of the *Trade Practices Act 1974* (Cth) concerning the negotiation and formation of franchise agreements. The dispute centred on statements made by the Bank regarding future business volumes and the Bank's failure to volunteer information about the business volumes achieved by existing franchisees. The matter was heard by Bathurst CJ, Beazley P, and Barrett JA.

The central legal issues before the Court were whether the statements made by the Bank concerning future business volumes constituted representations as to what the franchisees were likely to achieve, or merely statements regarding a hypothetical possibility. Furthermore, the Court was required to determine whether the Bank's silence on the matter of actual business volumes achieved by existing franchisees amounted to misleading or deceptive conduct.

The Court reasoned that the statements made by the Bank regarding future business volumes were not statements of fact or predictions of what would likely occur, but rather expressions of opinion or possibility. The Court found that the Bank had no obligation to volunteer information regarding the performance of existing franchisees, and its silence on this matter did not, in the circumstances, constitute misleading or deceptive conduct. The Court applied principles relating to misleading or deceptive conduct under consumer protection legislation, focusing on the nature of the representations made and the existence of any positive duty to disclose information.

The appeal was dismissed with costs.