TRFCK Pty Ltd v O'Brien Holdings (Townsville) Pty Ltd

TRFCK Pty Ltd and TRFCK Townsville Pty Ltd (the plaintiffs) sought leave to amend their statement of claim against O'Brien Holdings (Townsville) Pty Ltd (the first defendant) and a person (the second defendant), who were respectively the owner and sole director and shareholder of a hotel. The plaintiffs also sought to add two other defendants, a law firm (the third defendant) and a solicitor (the fourth defendant), who had acted on behalf of the first and second defendants in relation to the acquisition of the hotel. The plaintiffs alleged that the third and fourth defendants breached legal and statutory duties in the course of the acquisition, which resulted in the plaintiffs suffering loss. The first and second defendants did not oppose the application, but the third and fourth defendants argued that the proposed amended statement of claim was fundamentally defective.

The court considered whether the plaintiffs' amended statement of claim disclosed a cause of action against the third and fourth defendants. The plaintiffs contended that the third and fourth defendants had a duty to advise the first plaintiff that it was not bound to complete the sale and purchase contract, and that the failure to do so constituted a breach of fiduciary duty, negligence, and contravention of statutory provisions. The court noted that the amended statement of claim set out sufficient factual and legal bases to support the plaintiffs' claims against the third and fourth defendants, and that the allegations, if proven, could amount to a cause of action. The court also found that the plaintiffs had not acted in bad faith or delayed in amending their statement of claim, and that there was no prejudice to the third and fourth defendants in allowing the amendment.

Accordingly, the court granted the plaintiffs leave to file the amended statement of claim, while reserving the costs of and incidental to the application. The court directed the parties to bring in the necessary orders to give effect to the amendment. The plaintiffs were permitted to proceed with their claims against all four defendants, subject to any further procedural or substantive challenges that may arise.