UTA Pty Ltd v Celenza

UTA Pty Ltd (the appellant) appealed to the High Court of Australia against a decision of the Full Federal Court, which had affirmed a judgment of a single judge of that court. The dispute concerned the appellant's liability for contraventions of the *Trade Practices Act 1974* (Cth) (now the *Competition and Consumer Act 2010* (Cth)) arising from representations made by its employee, Mr. G. A. Smith, to the respondent, Mr. Celenza, concerning the sale of a business. Mr. Celenza alleged that these representations were misleading or deceptive, causing him loss.

The High Court was required to determine whether the Full Federal Court had erred in upholding the finding that UTA Pty Ltd had contravened section 52 of the *Trade Practices Act 1974* (Cth). Specifically, the court considered whether the representations made by Mr. Smith regarding the business's profitability and turnover were misleading or deceptive, and whether UTA Pty Ltd was vicariously liable for the conduct of its employee. The appeal also raised questions about the assessment of damages suffered by Mr. Celenza as a result of the alleged contraventions.

The High Court, in dismissing the appeal, affirmed the principles of vicarious liability in the context of statutory contraventions. Their Honours held that an employer is vicariously liable for the wrongful acts of an employee if those acts are done in the course of employment, even if the acts are unauthorised or even forbidden. The court found that Mr. Smith's representations, though potentially unauthorised, were made in the course of his employment as a sales agent for UTA Pty Ltd, and therefore the company was liable for his misleading conduct. The court also agreed with the lower courts that the representations made were indeed misleading or deceptive, and that Mr. Celenza had suffered loss as a consequence.