Yin v Li; Li v Jiang - [2022] NSWSC 1512

Supreme Court

New South Wales

Medium Neutral Citation: Yin v Li; Li v Jiang [2022] NSWSC 1512
Hearing dates: 10-14 October 2022
Date of orders: 07 November 2022
Decision date: 07 November 2022
Jurisdiction: Equity - Real Property List
Before: Williams J
Decision:
See paragraphs [321]-[327]

Catchwords:
REAL PROPERTY – dispute arising out of oral agreement for sale and purchase of property – dispute about terms of oral agreement, including price – where vendor disputes the price stated in the transfer that was registered and claims that the purchaser forged his signature on the transfer or, alternatively, procured his signature by unconscionable conduct – where expert evidence of forensic document examiner is inconclusive
CONTRACTS – alleged oral loan agreements – no question of principle

Legislation Cited:
Civil Procedure Act 2005 (NSW), s 100
Evidence Act 1995 (NSW), ss 136, 140

Cases Cited:
Codelfa Construction Pty Ltd v State Rail Authority (1982) 149 CLR 337
County Securities Pty Ltd v Challenger Group Holdings Pty Ltd [2008] NSWCA 193
ET-China.com International Holdings Ltd v Cheung (2021) 388 ALR 128; [2021] NSWCA 24
Fox v Percy (2003) 214 CLR 118; [2003] HCA 22
Jeans v Cleary [2006] NSWSC 647
John Holland Pty Ltd v Kellogg Brown & Root Pty Ltd [2015] NSWSC 451
King Investment Solutions Pty Ltd v Hussain [2005] NSWSC 1076
King v Adams [2016] NSWSC 1798
Kuhl v Zurich Financial Services Australia Ltd [2011] HCA 11; (2011) 243 CLR 361
Lucas v Salman [2022] NSWSC 1301
Moubarak by his tutor Coorey v Holt (2019) 100 NSWLR 218; [2019] NSWCA 102
Musa v Alzreaiawi [2021] NSWCA 12
Queensland v Estate of the late Masson (2020) 381 ALR 560; [2020] HCA 28
Re Colorado Products Pty Ltd (in prov liq) (2014) 101 ACSR 233; [2014] NSWSC 789
Sergienko v AXL Financial Limited [2021] NSWSC 297
Sood v Christianos [2008] NSWSC 1087
Thorn (as executrix of the estate of the late Betty McAuley v Boyd [2016] NSWSC 1344
Warner v Hung, in the matter of Bellpac Pty Ltd (recs and mgrs aptd) (in liq) (No.2) (2011) 297 ALR 56; [2011] FCA 1123
Watson v Foxman (1995) 49 NSWLR 315

Category: Principal judgment
Parties: Kehui Yin (Plaintiff in proceedings 2018/343031)
Tao Li (Defendant in proceedings 2018/343031; Plaintiff and Cross-Defendant in proceedings 2020/92010)
Ruochen Jiang (Defendant and Cross-Claimant in proceedings 2020/92010)
Representation:
Counsel:
D. Marks (Kehui Yin)
A. Hopkins (Tao Li)
M. Castle (Ruochen Jiang)
Solicitors:
A S Laumberg (Kehui Yin)
Yingke Law Firm (Tao Li)
Gells Lawyers (Ruochen Jiang)

File Number(s): 2018/343031
2020/92010
Publication restriction: N/A

Judgment

Introduction

Proceeding 2018/343031 was commenced in the Local Court of New South Wales on 7 November 2018 and subsequently transferred to this Court (the 2018 proceeding). Proceeding 2020/92010 was commenced in this Court on 24 March 2020 (the 2020 proceeding). The two proceedings were heard together on 10-14 October 2022, with evidence in one being treated as evidence in the other.
Ms Kehui Yin is the plaintiff in the 2018 proceeding and the second defendant in the 2020 proceeding.
Mr Tao Li is the defendant in the 2018 proceeding and the plaintiff and cross-defendant in the 2020 proceeding.
Ms Ruochen Jiang (also known as Kate Jiang) is the first defendant and cross-claimant in the 2020 proceeding.
Ms Jiang is the daughter of Ms Yin.
Both proceedings arise out of an oral agreement made in about October 2015 for the sale by Mr Li to Ms Jiang of an apartment at 381 Castlereagh St, Haymarket, New South Wales (the Property).
In the 2018 proceeding, Ms Yin seeks to recover a loan of $95,000 that she claims to have made to Mr Li on 29 February 2016 for the purpose of putting Mr Li in sufficient funds to facilitate settlement of the sale of the Property to Ms Jiang, in circumstances where the amount required to discharge Mr Li’s mortgage exceeded the amount that Ms Jiang contends she was required to pay on settlement. Ms Yin also claims pre-judgment interest on the sum of $95,000 pursuant to s 100 of the Civil Procedure Act 2005 (NSW). Mr Li denies that the payment of $95,000 was a loan.
There is a dispute about the purchase price agreed between Mr Li and Ms Jiang for the Property. In the 2020 proceeding, Mr Li now contends that a price of $1,500,000 was agreed and claims that $685,000 of that price remains outstanding. The principal relief sought by Mr Li is a declaration that he has an equitable charge over the Property to secure payment of that outstanding amount. Ms Jiang contends that the purchase price was $1,070,000 and claims that she has paid the whole of that sum. Ms Jiang cross-claims to recover a loan of $159,700 that she claims to have made to Mr Li in December 2015, together with interest at a rate said to have been agreed or pursuant to s 100 of the Civil Procedure Act.
For the reasons that follow, Ms Yin succeeds on her claim in the 2018 proceeding, Mr Li fails on his claims in the 2020 proceeding and Ms Jiang succeeds on her cross-claim in the 2020 proceeding.

Pleaded claims and defences

2018 proceeding

There have been several iterations of the pleadings in the 2018 proceeding. The most recent iterations are Ms Yin’s Further Amended Statement of Claim dated 26 September 2019 and Mr Li’s Further Amended Defence filed on 9 October 2019.
It is common ground that, in or about October 2015, Mr Li (as vendor) and Ms Jiang (as purchaser) entered into an oral agreement for the sale of the Property.
It is also common ground that Mr Li’s title to the Property was subject to a registered mortgage in favour of National Australia Bank (NAB).
Ms Yin pleads that it was an express term of the oral sale agreement made in or about October 2015 that the price payable for the sale of the Property was $1,070,000.
In his “Defence to Amended Statement of Claim” filed on 18 July 2019 (being the iteration of his pleading that immediately preceded the Further Amended Defence), Mr Li pleaded that:

“… the consideration for the sale of the property is at least AUD$1,070,000.”

In his Further Amended Defence (being his defence at the time of the final hearing) Mr Li admits that $1,070,000 is the consideration stated in the registered transfer of the Property to Ms Jiang dated 1 March 2016 but pleads that (emphasis added):

“the consideration agreed to be paid per the sale contract as between [Mr Li] and the purchaser Ruochen Jiang was in fact the sum of $1,150,000 (Purchase Price Term) and not the sum of $1,070,000 and [Mr Li] denies that the signature on the Transfer is his signature.”

Mr Li provides the following “Particulars of Purchase Price Term”:

“a. Particulars of Purchase Price Term
i. The Purchase Price Term:-
1. was express;

2. consisted of oral mobile phone/oral ‘we chat’ mobile phone conversations between the Defendant and purchaser whereby the Defendant and purchaser negotiated the sum of $1,150.000.00 as being the price the Defendant agreed to accept and the purchaser agreed to pay for the Property.”

It is common ground that Ms Yin paid the sum of $95,000 into a NAB account in Mr Li’s name on 29 February 2016.
Ms Yin claims that the $95,000 payment was a loan that she made to Mr Li pursuant to an oral loan agreement that she entered into with Mr Li on 27 February 2016. Ms Yin alleges that it was an implied term of the oral loan agreement that Mr Li would repay the loan within a reasonable time.
Ms Yin alleges that Mr Li has failed to repay the loan despite several requests for repayment.
Ms Yin seeks an order that Mr Li pay her the sum of $95,000, either as damages for breach of the alleged oral loan agreement or as money had and received. Ms Yin also seeks pre-judgment interest on the sum of $95,000 pursuant to s 100 of the Civil Procedure Act 2005.
Mr Li pleads that the $95,000 payment was not a loan but was a partial payment of the price payable by Ms Jiang for the transfer of the Property under the oral sale agreement referred to above.
Mr Li further pleads that, by Ms Yin’s payment of the $95,000 into his NAB account on the date that completion of the sale of the Property was due to take place, Ms Yin represented to Mr Li that she was authorised to make the payment of $95,000 on behalf of Ms Jiang towards the purchase price for the Property. Mr Li pleads that the representation was partly express and partly implied. The matters relied on by Mr Li in support of the alleged implied representation include the following (emphasis added):

“8.   The Plaintiff was the mother of the purchaser;
9.   The Defendant made known to the purchaser in an oral conversation with the purchaser on or about 29 February 2016 that the funds to be paid over on completion by the purchaser must exceed $920,350.00 for completion to take place given the purchase price was $1,150,000.00;
10.   The Defendant received into his bank account on or about 29 February 2016, being the day scheduled for completion, the sum of $95,000.00 from the Plaintiff;
11.   Subsequently the completion date was changed to 1 March 2016 and the payout figure confirmed at $760,000.00”

Mr Li pleads that Ms Yin is estopped from departing from the alleged representation.
Mr Li denies that he has been unjustly enriched by the payment of $95,000 and denies that he is liable to make restitution to Ms Yin.
In the alternative, if the Court finds that there was an oral loan agreement between Mr Li and Ms Yin, Mr Li pleads that the loan agreement is void for uncertainty.

2020 proceeding

The 2020 proceeding was commenced by summons filed on 24 March 2020. An amended summons was filed on 20 April 2020 removing a claim for an order extending a caveat and seeking instead an order granting leave to Mr Li to lodge a further caveat. There was subsequently a direction that the matter proceed by way of pleadings and the first iteration of Mr Li’s statement of claim was filed on 23 September 2020. The present iteration of Mr Li’s pleading is the further amended statement of claim that was filed in court without objection on the first day of the final hearing on 10 October 2022.
Mr Li pleads that his command of the English language was poor at all times relevant to these proceedings.
Mr Li pleads that, during his October 2015 negotiations with Ms Jiang concerning the sale of the Property, Ms Jiang represented to him that she would pay $1,500,000 for the Property and its contents, that there was no need to involve a real estate agent or prepare a contract and that Ms Jiang would arrange for one solicitor to act for both Mr Li and herself in relation to the transaction.
Mr Li pleads that, during further conversations with Ms Jiang in or about early 2016, Ms Jiang represented to him that:

her bank valued the Property at $1,180,000 and that she could only borrow 80 per cent of that valuation to purchase the Property;

that she would borrow additional funds of $95,000 from her mother (Ms Yin) to pay part of the purchase price, but that Mr Li was to tell Ms Yin if asked about the $95,000 payment that it was a loan by Ms Yin to Mr Li;

that she needed Mr Li to lend her $40,000 to pay the stamp duty that would be payable on the transfer of the Property to her; and

that she would repay the balance of the purchase price plus the stamp duty money on demand after the Property had been transferred to her.

Mr Li pleads that he lent Ms Jiang $40,000 for stamp duty in reliance on those representations.
As noted above, there is no dispute that Mr Li received the sum of $95,000 that was paid into his bank account by Ms Yin on or about 29 February 2016. Mr Li contends that this was a payment of part of the purchase price for the Property. Ms Yin contends that it was a loan to Mr Li.
Mr Li pleads that, on about 26 February 2016, Ms Jiang registered a transfer of the Property which bears a signature that purports to be his signature as transferor and which specifies the transfer price as $1,070,000. The transfer was in fact registered on or about 1 March 2016 as dealing AK270647J (the Transfer). Mr Li claims that the transferor’s signature appearing on the Transfer is not his signature and was not made with his authority. Mr Li pleads that he did not, and has not ever, agreed to transfer the Property and its contents for less than $1,500,000.
Mr Li pleads that, in further conversations with Ms Jiang shortly before 26 March 2016, she represented to him that the Property had been transferred to her on the terms they had agreed during their October 2015 negotiations and that Mr Li should move out of the Property. Mr Li pleads that, in reliance on all of Ms Jiang’s representations referred to at [28]-[29] and [32] above, he relinquished possession of the Property and its contents to Ms Jiang without demanding at that time payment of the balance of the purchase price or repayment of the $40,000 in respect of the stamp duty.
Mr Li alleges that the terms of the oral agreement that he made with Ms Jiang during the discussions in October 2015, early 2016 and March 2016 referred to above were that:

Ms Jiang would pay Mr Li the sum of $1,500,000 for the Property by:

paying the sum of $944,000 to Mr Li (being the amount that Ms Jiang was able to borrow from her bank for the purchase);

borrowing a further $95,000 from Ms Yin and causing Ms Yin to pay that amount to Mr Li; and

paying the balance of the $1,500,000, plus the $40,000 borrowed from Mr Li for stamp duty, after completion of the Transfer of the Property on demand by Mr Li;

Ms Jiang would arrange a solicitor to act for her and Mr Li in relation to the sale of the Property;

Mr Li would relinquish title and possession of the Property to Ms Jiang upon receiving at least $999,000 of the purchase price; and

Ms Jiang would take title and possession of the Property after Mr Li relinquished title and possession.

Mr Li alleges that Ms Jiang has paid the sum of $760,000 towards the purchase of the Property and its contents, in addition to the $95,000 payment made by Ms Yin. Mr Li pleads that, after setting off the $40,000 stamp duty loan, the net total amount paid by Ms Jiang to date for the Property and its contents is $815,000. Mr Li contends that $685,000 of the $1,500,000 purchase price remains outstanding.
A curious feature of Mr Li’s pleaded case is that he does not claim to have issued any demand to Ms Jiang prior to the commencement of the 2020 proceeding for payment of the $685,000 that he says has been owing to him for the balance of the purchase price ever since he relinquished possession of the Property in March 2016.
The allegations now pleaded by Mr Li that the purchase price was $1,500,000 of which $685,000 remains unpaid are inconsistent with Mr Li’s amended summons filed in the 2020 proceeding on 20 April 2020. That amended summons sought a declaration that Mr Li had an equitable charge by way of vendor’s lien to secure payment of an amount of $335,000 said to be owing to him under a contract made on or about 1 October 2015 for the sale of the Property to Ms Jiang. Mr Li’s allegation that he is owed the sum of $685,000 and his allegation that Ms Jiang represented that she would purchase the Property for $1,500,000 emerged for the first time in Mr Li’s statement of claim filed on 23 September 2020. Mr Li’s allegation that he entered into an oral agreement with Ms Jiang to sell the Property to her a price of $1,500,000 emerged for the first time in Mr Li’s amended statement of claim filed on 9 November 2020.
There is no signed written note of the oral contract that Mr Li claims to have entered into. The Transfer does not reflect the price that Mr Li says was agreed under that oral contract and he claims that his signature on the Transfer was forged. Mr Li does not rely on the alleged forgery to impugn the indefeasibility of Ms Jiang’s registered title to the Property. Rather, Mr Li seeks to overcome s 54A of the Conveyancing Act 1919 (NSW) by relying on what he describes as his relinquishing of title and possession of the Property as part performance of the oral contract that he alleges was entered into.
Mr Li does not claim an order that Ms Jiang specifically perform the alleged oral contract by paying him the $685,000 of the purchase price that Mr Li contends is outstanding. Rather, Mr Li seeks a declaration that he has an equitable charge over the Property securing the amount of $685,000.^[1] Mr Li contends that a charge “arises by operation of law and/or equity as a vendor’s lien for the unpaid moneys of the purchase price”.
1. An alternative claim for a declaration that Mr Li has an “equitable interest” in the Property to the amount of $685,000 was not pressed in closing submissions. Counsel for Mr Li clarified that the only equitable interest claimed by Mr Li was a vendor’s lien secured by an equitable charge or as constructive trustee if the Court declares a constructive trust as a remedy for alleged unconscionable conduct.
Mr Li does not seek an order in these proceedings to enforce the alleged equitable charge by an order for judicial sale of the Property: Sood v Christianos^[2]; King Investment Solutions Pty Ltd v Hussain.^[3] Mr Li’s pleaded application for an order appointing trustees for the sale of the Property pursuant to s 66G of the Conveyancing Act 1919 (NSW) was not pressed at final hearing. In any event, that pleaded claim for relief was misconceived because the Property is not held in co-ownership even if Mr Li is an equitable chargee: see Thorn (as executrix of the estate of the late Betty McAuley v Boyd.^[4]
2. [2008] NSWSC 1087.
3. [2005] NSWSC 1076.
4. [2016] NSWSC 1344 at [47]-[57]. No issue concerning that aspect of his Honour’s reasons was raised in the subsequent appeal, although Macfarlan JA referred to elements of the statutory definitions of co-ownership and co-owners: Boyd v Thorn (2017) 96 NSWLR 390 at [20].
Mr Li alleges that Ms Jiang’s conduct described above was “in all the circumstances, unconscionable.” In oral submissions on the first day of the final hearing, counsel for Mr Li clarified that Mr Li alleges that his poor command of the English language was a “special disadvantage” that he suffered vis-à-vis Ms Jiang. If the Court does not find that Mr Li’s signature on the Transfer was forged, then Mr Li contends that the Court should find that Ms Jiang took advantage of his “special disadvantage”, by placing the English language Transfer before him for execution with a price of $1,070,000 that was lower than the $1,500,000 price that Mr Li claims (in the 2020 proceeding) to have agreed with Ms Jiang. In support of that contention, Mr Li relies on his allegation that their relationship involved Mr Li placing a high level of trust and confidence in Ms Jiang in respect of his personal and business affairs.
Mr Li claims that the transfer of the Property to Ms Jiang is “voidable in equity” by reason of the alleged unconscionability. However, Mr Li does not seek to set aside the transfer. Rather, in the alternative to the claims for relief referred to at [38] and [40] above, Mr Li claims a declaration that the Property is held on constructive trust for him “to the amount of $685,000” or equitable compensation in the amount of $685,000. At the final hearing, Mr Li abandoned his pleaded claim for an order under s 66G of the Conveyancing Act if a constructive trust is declared and submitted that the appropriate remedy in respect of the alleged unconscionability would be “compensation for the shortfall secured by a charge”.^[5]
5. T300.1-300.35.
Mr Li pleads that Ms Jiang is estopped from denying that she owes $685,000 to Mr Li for the balance of the purchase price and the stamp duty loan. Mr Li relies on this estoppel as a further, alternative basis for an order for equitable compensation in the amount of $685,000.
Counsel for Mr Li made no submissions in support of his pleaded claim for an order that “Transfer entitled AK270647J is to be rectified”. The claim for relief is therefore taken to be abandoned, as I indicated to counsel for Mr Li at the end of his closing submissions.

Finally, Mr Li claims a declaration that the payment of $95,000 made by Ms Yin to Mr Li was in part payment of the purchase price for the Property on behalf of Ms Jiang and was not a loan to Mr Li.
Ms Jiang and Ms Yin deny that Mr Li is entitled to any of the relief claimed in the 2020 proceeding.
Ms Jiang admits that she negotiated with Mr Li for the sale of the Property to her in October 2015 but denies making the representations alleged by Mr Li during those negotiations or during their subsequent conversations. In particular, Ms Jiang denies agreeing to pay $1,500,000 for the Property and claims that she agreed to pay $1,070,000. Ms Jiang denies entering into any agreement to purchase the contents of the Property. Ms Jiang denies making the representations alleged by Mr Li about how she would fund the balance of the purchase price and denies borrowing $40,000 from Mr Li for stamp duty.
Ms Jiang pleads that the sale of the Property to her was settled on 1 March 2016 and that her lender (being the incoming mortgagee) registered the Transfer, together with the discharge of Mr Li’s mortgage and the new mortgage entered into by Ms Jiang, on 7 March 2016.
Ms Jiang denies Mr Li’s allegations that the signature of the transferor on the Transfer is a forgery.
Ms Jiang accepts that, if the Court finds that part of the purchase price for the Property remains owing by her to Mr Li, then Mr Li has a vendor’s lien over the Property for that amount found to be owing and the Court should make a declaration to the effect that Mr Li has an equitable charge over the Property to secure that amount.^[6] However, Ms Jiang denies that she owes Mr Li $685,000, or any amount of the purchase price for the Property. Ms Jiang pleads that she has paid the agreed price for the Property (being $1,070,000) and that Mr Li surrendered possession of the Property to her on receipt of that price.
6. T301.37-301.44.
Ms Jiang denies the allegations of unconscionable conduct.
In her defence filed in the 2020 proceeding, Ms Yin maintains that the $95,000 payment was a loan made by her to Mr Li.
Ms Jiang has filed a cross-claim against Mr Li in the 2020 proceeding claiming damages for Mr Li’s failure to repay a sum of $159,700 plus interest allegedly owing pursuant to an oral loan agreement made between them in or about December 2015. Mr Li denies the alleged loan.

Fundamental inconsistencies within Mr Li’s pleaded defences and claims

It is convenient to note the following inconsistencies, to which it will be necessary to return later in these reasons.
The case ultimately leaded by Mr Li in the 2020 proceeding that he entered into an agreement to sell the Property to Ms Jiang on terms that she would pay a purchase price of $1,500,000 for the Property and its contents is fundamentally inconsistent with his pleaded defence in the 2018 proceeding that the agreement was for the sale of the Property and the price was $1,150,000.
The figure of $1,150,000 pleaded in the 2018 proceeding is no mere typographical error. It appears throughout Mr Li’s Further Amended Defence. It also appears in two statements that he made for the 2018 proceedings on 18 February 2020 and 20 April 2020. Those statements were prepared after Mr Li’s solicitor, Ms Shelly Sun of Pancific Legal, interviewed Mr Li. The interview was conducted in the Mandarin language. In each of those statements, Mr Li stated that he had ultimately agreed a purchase price of $1,150,000 for the Property with Ms Li after valuations were obtained. Those statements, which were tendered by Ms Jiang at the hearing, are referred to in more detail below.^[7]

Summary of evidence

7. Exhibit 3, paragraphs 10-18; Exhibit 4, paragraphs 53 and 84; T41.35-43.15.

Introductory observations

The following section of these reasons summarises the evidence in chronological order, drawing on:

the affidavit of Mr Li sworn on 4 March 2021, Mr Li’s two affidavits sworn on 8 March 2021 and Mr Li’s affidavit sworn on 26 November 2021, each of which was read at the final hearing;

the witness statements of Ms Jiang dated 16 January 2020, 17 February 2020 and 19 March 2020 that were made for the 2018 proceeding and tendered at the final hearing of the 2018 and 2020 proceedings and the affidavits of Ms Jiang 9 April 2021, 28 April 2021, 16 September 2021, 23 December 2021 and 6 October 2021;^[8]
8. Ms Jiang also read an affidavit of Mr Shangzhi Dai affirmed on 31 March 2021, which is not referred to in these reasons because it was plain by the conclusion of the whole of the evidence that Mr Dai’s affidavit had no relevance to the issues to be determined in these proceedings. No party referred to Mr Dai’s evidence in closing submissions.

the witness statements of Ms Yin dated 16 January 2020 and 19 March 2020 that were made for the 2018 proceeding and tendered at the final hearing of the 2018 and 2020 proceedings and the affidavit of Ms Yin affirmed on 26 March 2021;

the affidavits of Mr Wen Tao Lu (also known as Nathan Lu) sworn on 17 January 2020 and 18 March 2020 that were read by Ms Yin;

evidence given by witnesses in cross-examination;

a report of Ms Melanie Holt, forensic document examiner, tendered by the parties; and

other documents tendered by the parties.

My assessment of the credibility of each witness and my findings of face are included in the section of these reasons entitled “Consideration and determination” commencing at [239] below.

Mr Li gave evidence that his command of written and spoken English is poor.^[9] He gave evidence at the final hearing through an interpreter.
9. Mr Li (4/3/21), paragraph 6.
Ms Jiang has lived in Australia since 2001 and became an Australian citizen in 2009. She graduated from Macquarie University with a Bachelor of Applied Finance in 2012 and a Master of Applied Finance in 2016. All of the course work for her two degrees was in English and Ms Jiang did all of that work herself and achieved a credit average for both degrees. Ms Jiang described herself as having a reasonably high level of fluency in spoken and written English. In 2017 and 2018, Ms Jiang worked for an ASX-listed funds management company where part of her role was to write performance reports in English. Although Ms Jiang said in cross-examination that her job involved “mostly Excel work, not a lot of writing”, she agreed without hesitation that she communicated with her colleagues in English and that the reports that she prepared together with other members of her team contained analysis written in English and she would typically be responsible for parts of those reports.^[10] Ms Jiang gave evidence under cross-examination without requiring the assistance of an interpreter, although an interpreter had been arranged for her in case she should need it for part of her evidence.
10. Ms Jiang (9/4/21), paragraphs 7-13; T146.40-149.1.
Ms Yin gave evidence without an interpreter.

Background matters: Relationship between Mr Li and Ms Jiang prior to October 2015 and the college operated by Vin International Pty Ltd

It is common ground that Mr Li and Ms Jiang first met in Australia in 2012.^[11]
11. Mr Li (4/3/21), paragraph 5; Ms Jiang (9/4/21), paragraph 16.
From mid-late 2014, Mr Li and Ms Jiang were associated with the establishment and operation of an educational college in Australia.
Vin International Pty Ltd was registered on 10 October 2014 for the purpose of establishing and operating the college (Vin International).
According to Ms Jiang, Mr Li invited her to join and invest in Vin International. Ms Jiang gave evidence that Mr Li offered her the position of Chief Executive Officer of Vin International and that she was employed in that role from June 2014 to July 2017.^[12] Mr Li gave evidence that it was Ms Jiang who suggested that she be appointed as Chief Executive Officer and that she commenced on 10 October 2014 and concluded in October 2017.^[13] It is not necessary to resolve these disputes for the purpose of these proceedings. It is likely that Ms Jiang is mistaken about the timing of her appointment as Chief Executive Officer because it is improbable that she was appointed to that role in June 2014 before the company was even established.
12. Ms Jiang (9/4/21), paragraph 12; Ms Jiang (23/12/21), paragraph 9.
13. Mr Li (4/3/21), paragraph 20.
According to Australian Securities and Investments Commission (ASIC) records tendered at the hearing, Mr Li was the sole director of the company when it was registered on 10 October 2014 and a Mr Yunxiang Cao became a director on 1 April 2015.^[14]
14. Exhibit 2, pp 504, 621-627, 643-644.
Australian Skills Quality Authority (ASQA) records tendered at the hearing establish that Vin International was registered as a NVR Registered Training Organisation (RTO) under the National Vocational Education and Training Regulator Act 2011 (Cth) on 24 December 2015.^[15]
15. Exhibit 2, pp 504, 621-627, 643-644.
On 8 January 2016, Mr Li ceased to be a director and Ms Jiang was appointed as a director of Vin International.
Mr Cao, Mr Li and Ms Jiang were shareholders in Vin International. Ms Jiang gave evidence that her shares were transferred to her after the company was registered as a RTO.^[16]
16. Ms Jiang (23/12/21), paragraphs 11-12.
There is a dispute between the parties about whether Mr Li or Mr Cao funded Vin International’s acquisition of the premises from which the college operated and funded other business expenses of the college. Nothing turns on that in these proceedings.
The college encountered problems with ASQA in about August 2017. I do not find it necessary to resolve the disputes between the parties about the nature or causes of those problems. The problems resulted in Ms Jiang being dismissed from her role as Chief Executive Officer. According to ASIC records, Ms Jiang ceased to be a director of Vin International on 11 October 2017. Mr Li was re-appointed as a director of Vin International on 10 August 2017. Mr Cao remained a director throughout.^[17]
17. Exhibit 2, pp 621-627.
The registration of Vin International as a RTO was cancelled on 27 March 2019 with effect from 22 August 2019.^[18]
18. Exhibit 2, pp 504, 621-627, 643-644.
Mr Li gave evidence that his relationship with Ms Jiang ceased in about November 2017 and they have had only limited communications since that time.^[19]
19. Mr Li (4/3/21), paragraph 25.
Mr Li gave evidence that, in the period between 2012 and November 2017, he had a very close relationship with Ms Jiang and that he regarded her as his confidant and came to depend and rely on her to manage many of his personal and business activities due to her command of English.^[20] Mr Li gave evidence that he put a great deal of trust in Ms Jiang during the period in which she was the CEO of Vin International and was very impressed with her performance in that role. Mr Li gave evidence that, when asked by Ms Jiang to sign documents in English, he would do so without reading them because he trusted her and because he would not have understood most of the contents of the documents in any event. Mr Li gave evidence that he was “dazzled” by Ms Jiang’s “ability to organise resources” and “for that reason, my trust and reliance became blind, and I started to allow her to manage my personal issues.”^[21]
20. Mr Li (4/3/21) paragraph 5.
21. Mr Li (4/3/21), paragraphs 19, 21; Mr Li (26/11/21), paragraph 17-24.
Mr Li also gave the following evidence:^[22]

“[Ms Jiang] was also entrusted with many arrangements in my personal life especially where English is required or involved. For example, [Ms Jiang] arranged for my purchase of a caravan and renovations at my home in Haymarket.
[Ms Jiang] and I had an arrangement where she would be responsible for all matters, she would then tell me where to make fund transfer or payment and I would make the relevant payment.
I am aware that [Ms Jiang] knew of my bank account details due to her ongoing and continuous dealings with me and her making arrangements for me in my personal life.”
22. Mr Li (4/3/21), paragraphs 22-24.

Whatever difficulties Mr Li may have had with the English language at the time of the events in 2015 and 2016 that have given rise to these proceedings, he had no difficulty in reading numerals in English.^[23]
23. T82.3-82.12.
Ms Jiang gave evidence that she regarded herself as a business associate and friend of Mr Li, but nothing more.^[24] It was put to Ms Jiang in cross-examination, and she agreed, that she trusted Mr Li until the end of 2016 and that she understood that Mr Li trusted her “because we are colleagues for – in the same business”.^[25]
24. Ms Jiang (9/4/21), paragraph 19.
25. T156.5-156.17.
Ms Jiang denied ever managing Mr Li’s personal affairs.^[26] Ms Jiang gave evidence in cross-examination to the effect that she had some involvement in the purchase of the caravan because she understood that it was being purchased for the purpose of the college and, as the Chief Executive Officer of Vin International, it was her job help with this purchase for the college.^[27]
26. Ms Jiang (23/12/21), paragraph 10.
27. T150.10-150.27.
Ms Jiang did not regard herself as having a far superior ability in English compared to Mr Li. She did not know Mr Li’s fluency in written English, but she heard him conversing with Australian friends in English from time to time. Within the Chinese community, they always spoke in Mandarin.^[28]
28. T149.25-149.50.
There is a dispute between Mr Li and Ms Jiang about whether they were in a romantic relationship and whether Ms Jiang lived together with Mr Li for a period of about four months from the end of 2013. I do not find it necessary to resolve that dispute for the purpose of determining the issues raised by these proceedings.

Background matters: Mr Li’s purchase of the Property and refinancing in 2015

Mr Li purchased the Property in 2012 for approximately $700,000 with a loan from Bank of China that was secured by mortgage against the Property. Ms Sun of Pancific Legal acted for Mr Li on the purchase of the Property. In about March 2015, Mr Li refinanced by borrowing $920,000 from National Australia Bank (NAB) that was secured by mortgage against the Property. Mr Li paid interest only on that loan and the principal amount secured by the mortgage remained at $920,000 at all times until settlement of the transfer of the Property to Ms Jiang on 1 March 2016.^[29]
29. T13.39-14.40, 23.27-24.4, 25.5-29.35; Exhibit 2, pp 419-423.
In about July 2015, Mr Li purchased another property at 3507 Liverpool Street, Sydney. Ms Sun also acted for him in relation to that purchase.^[30]
30. T25.5-29.35

October 2015

Mr Li gave evidence to the effect that he decided in about early October 2015 to sell the Property with a view to buying a home in Hunters Hill. In his affidavit sworn on 4 March 2021, Mr Li deposed that he had a conversation with Ms Jiang in about mid-October 2015 in which he told her of his intentions and asked her to arrange a real estate agent to sell the Property. Ms Jiang agreed to do so. However, a few days after that initial conversation, they had a further conversation to the following effect:^[31]
31. Mr Li (4/3/21), paragraph 30.

“[Ms Jiang]:   ‘Do you want to sell the property to me? If you sell it to me, we do not need a contract, or an agent and it will be a quicker transaction. You can reduce the legal costs and there will be no commission to an agency’
[Mr Li]:      ‘What price would you like to purchase the property?’

[Ms Jiang]:
   ‘$1.5 million but if I buy it for this amount, I want you to include

      all of the items currently in the house including furniture and

      paintings as it has good feng shui. I think the property will bring      me a lot of luck like it has brought luck to you.’
[Mr Li]:    ‘Ok. My solicitor is Shelly Sun from Pancific Legal.’”

Mr Li’s evidence of his initial conversation with Ms Jiang concerning the Property is irreconcilable with statements that he prepared and signed for the 2018 proceedings on 18 February and 20 April 2020. Mr Li did not tender those statements at the final hearing, but Ms Jiang did tender them. In his statement dated 18 February 2020, Mr Li stated:^[32]

“In or around later 2015, I had an informal meeting with Ruochen Jiang, where we discussed Ruochen Jiang potentially purchasing the property from me. I was intending to get married and wanted to sell the property to help finance the purchase of a new property at Hunter’s Hill, where I wanted to live as a married man with my wife.
At around this time, Ruochen Jiang and I had a conversation in words to the following effect: -
[Mr Li]: ‘As you know, I have purchased a new property at Hunters Hill as the future matrimonial home with my fiancé. I am planning to sell my current apartment. Are you interested in buying my current home at 381?’
Ruochen Jiang: ‘I am definitely interested in it but I will need to check with my bank about my borrowing capacity first. What is the selling price?’
[Mr Li]: ‘I am not sure about the market value of my property. Can you find out the valuation from the bank and we can add some on top of the bank’s valuation to settle our sale price. You know, bank’s valuation is usually lower than the actual market price.’
Ruochen Jiang: ‘Okay.’
We had further conversations about the sale price that Ruochen Jiang would buy the property from me, and at one stage the figure of $1.5 million was discussed between us.”
32. Exhibit 3, paragraphs 10-12.

In his statement dated 18 February 2020, Mr Li also described a subsequent conversation that he says he had with Ms Jiang in January 2016 in which she asked to renegotiate the price because her bank had valued the Property at $1.18 million and would only lend her up to 80 per cent of that amount. Mr Li stated that he told Ms Jiang: “If this is the case, I will sell the property to you at $1.15 million and nothing less”. According to Mr Li’s 18 February 2020 statement, Ms Jiang agreed with that price.^[33]
33. Exhibit 3, paragraphs 17-18.
In his 20 April 2020 statement that Ms Jiang tendered at the final hearing, Mr Li stated that “the final agreed price is $1.15m and I have never agreed to sell the property for less that [sic] this figure”.^[34]
34. Exhibit 4, paragraph 84.
In cross-examination, Mr Li agreed that he had said to Ms Jiang during their initial conversation that he did not know what the market value of the Property was. That is consistent with Mr Li’s 18 February 2020 statement referred to at [83] above and inconsistent with his 4 March 2021 affidavit referred to at [82] above. However, Mr Li denied in cross-examination that he told Ms Jiang during their initial conversation that he would sell the Property to her for fair market value. Mr Li maintained that Ms Jiang offered a price of $1,500,000 in their initial conversation.^[35]
35. T78.5-78.15, 79.6-79.19.
According to Mr Li, he had a further conversation with Ms Jiang a few days after their initial conversation referred to at [82]-[83] and [85]-[86] above in which Ms Jiang told him that Ms Sun would charge too much money and suggested that it might be quicker and cheaper to use one solicitor. Mr Li says that Ms Jiang asked him whether it would be okay to use her solicitor and Mr Li agreed and asked Ms Jiang to arrange all the paperwork because he was very busy planning his wedding at that time. Ms Jiang told Mr Li that she was yet to speak to her bank about a loan for her to purchase the Property.^[36] Mr Li gave evidence that he had always left “paperwork related matters” to Ms Jiang because “I have always been dependent on her in regards to that. My English further prevented me from being able to understand sufficiently the contents which may be in the relevant documents in any event.”^[37]
36. Mr Li (4/3/21), paragraph 31.
37. Mr Li (4/3/21), paragraph 33.
Mr Li gave evidence that he did not instruct a solicitor to act for him in relation to the sale of the Property because of his long-standing professional relationship with Ms Jiang and because he trusted her with his personal and business affairs. According to Mr Li, he allowed Ms Jiang to “arrange all necessary processes for the Haymarket property to be sold to her” and did not ask her for further information “as I trusted her and I believed that the sale would be finalised because we had agreed on the price” and because he believed that Ms Jiang “would voluntarily raise any relevant issue with me if they arose”.^[38]
38. Mr Li (4/3/21), paragraphs 37-38.

Ms Jiang gave a different account of her conversations with Mr Li in early-mid October 2015 in her witness statements and affidavits. According to Ms Jiang, she had a conversation with Mr Li in early October 2015 to the following effect:^[39]

“Tao Li:
   ‘I want to buy a new house, an expensive one, as I want to move

my mother to Australia from China to live with me and I want to marry my girlfriend. I am selling a home unit in the City to help me buy the house. I have an agent already.’
Ruochen:   ‘That’s a coincidence. I am interested in buying a unit in the City so I can be close to work. Yours is a good one. Maybe you can get your agent to send me a contract.’
Tao Li:   ‘No problem. I will sell it to you at a fair valuation price because of our friendship.’
Ruochen:   ‘Okay, I will wait for the contract.’”
39. Ms Jiang (16/1/20), paragraph 3; Ms Jiang (9/4/21), paragraph 20 and Exhibit 2, p 718.

In cross-examination about her initial conversation with Mr Li concerning the Property, Ms Jiang denied that Mr Li agreed to sell the Property to her for $1,500,000 and maintained that “we only talk about sell at valuation price, never talk about any prices”.^[40] Ms Jiang gave the following further evidence about this in cross-examination:^[41]

“Q.   And is it your evidence that there was discussion, and the agreement was, I will sell you this property on a market valuation, is that what you’re saying?
A.   That’s what he said, that’s what Tao Li said, yeah.
Q.   So, Mr Li told you, I will sell this property to you on the basis of a market valuation, is that what you’re saying?
A.   Well, with a fair market valuation price.”
40. T157.23-157.30.
41. T157.35-157.41.

According to Ms Jiang, she contacted Mr Li again when she had not received a contract a few days after their conversation referred to above. Mr Li told her that a contract was yet to be prepared and said: “I don’t know a good lawyer. Maybe you should find one.” Ms Jiang told Mr Li that she would ask her accountant about a lawyer. Ms Jiang identified her accountant as Mr Bob Dong of HW Accounting & Taxation. She gave evidence that Mr Dong recommended Mr Nathan Lu of ABP Lawyers and also told her that it was possible to use a transfer document only without any contract and that this would be cheaper. Ms Jiang gave evidence that she then had a conversation with Mr Li to the following effect:^[42]

“Ruochen: ‘I called my accountant and he referred me to a solicitor. He advised me we can proceed by way of a Transfer without a contract and we will need one solicitor.’
Tao Li: ‘That’s ok.’”
42. Ms Jiang (16/1/20), paragraphs 5-7; Ms Jiang (9/4/21), paragraphs 22 and 28 and Exhibit 2, p 720.

Ms Jiang gave unchallenged evidence in cross-examination that, at the time, “I didn’t realise what’s the difference between a transfer and the contract, as he said so [referring to Mr Dong], I thought it’s quite the same thing”.^[43]
43. T158.14-158.17.
Before setting out the evidence of Ms Jiang and Mr Lu concerning the instructions given by Ms Jiang to Mr Lu in October 2015, it is relevant to make the following observations about Mr Lu’s evidence.
In his affidavit sworn on 17 January 2020, Mr Lu expressly described the nature of the evidence that he was able to give in relation to his involvement and the involvement of ABP Lawyers in the conveyancing transaction. Mr Lu deposed that, before swearing his affidavit, he had reviewed all of ABP Lawyer’s business records in relation to Ms Jiang’s purchase of the Property from Mr Li (which Mr Lu referred to as “the conveyancing matter”). Mr Lu then deposed that:^[44]

“In this Affidavit, wherever I have referred to specific documents, my evidence in respect of such documents is based on my personal knowledge unless indicated otherwise. In the latter case, my evidence is based on my information and belief, in which case the source of my information and basis of my belief consist of (i) relevant ABP business records and (ii) my inferences based on the ABP business records and (iii) my usual conveyancing practice.”
44. Mr Lu (17/1/20), paragraph 4.

In substance, the process by which Mr Lu describes having prepared his evidence that is not based on personal knowledge is a process of reconstruction that is not based on any recollection of relevant events and conversations but is derived solely from his review of business records and inferences drawn from those records informed by his usual conveyancing practice. Mr Lu does not describe what his usual conveyancing practice is.
In her witness statement dated 16 January 2020 and in her affidavit sworn on 9 April 2021, Ms Jiang gave evidence that she telephoned Mr Lu on or about 9 October 2015 and that, during that conversation, she “informed him that the purchase price would be determined after a valuation was obtained”. Ms Jiang gave evidence that she requested Mr Lu to obtain a valuation.^[45]
45. Ms Jiang (16/1/20), paragraph 6; Ms Jiang (9/4/21), paragraph 25.
Mr Lu gave the following evidence in his 17 January 2020 affidavit, which he identified as falling into the reconstruction category referred to above:^[46]

“5. On or about 8 October 2015 Ruochen Jiang, also known as Kate Jiang, telephoned me and gave me instructions to act for her on the purchase of a property which was the subject of the conveyancing matter between her as purchaser and Tao Li, the Defendant, as vendor. Ruochen Jiang requested that the purchase proceed by way of a Transfer instead of a Contract because she and Tao Li the vendor had agreed that a Contract was not necessary.
I asked Ruochen Jiang to send me the details of the property, the parties, the sale price and a Council rates notice. I advised her that a valuation would be necessary because it would be required by the Office of State Revenue at the time of stamping the Transfer due to there being no Contract.
6. On 9 October 2015 I received an e-mail from Ruochen Jiang, a copy of which is annexed and marked ‘A, with the details requested and a copy rates notice.”
46. Mr Lu (17/1/20), paragraphs 5-6.

The email referred to by Mr Lu was sent by Ms Jiang at 8.18am on 9 October 2015. The email attaches council rates notice for the Property and states:^[47]

“seller name
Tao Li
buyer name
Ruochen Jiang
price
1,500,000”
47. Exhibit 2, pp 432-433.

As I have already mentioned, Mr Lu described paragraphs 5 and 6 of his affidavit extracted above as being based on his review of business records, inferences drawn from them and his usual conveyancing practice. The 9 October 2015 email referred to immediately above is the only business record identified in Mr Lu’s affidavit as having any relevance to his reconstructed account of his 8 October 2015 conversation with Ms Jiang in paragraph 5 of his affidavit.
Mr Lu gave the following evidence concerning the 8 October 2015 conversation in cross-examination:^[48]
48. T227.15-229.30.

“Q.   You were contacted by Ms Jiang on about 8 October 2015. Do you remember that?
A.   Yes.
Q.   She called you on the telephone, correct?
A.   I believe so, yes.
Q.   When she called you, she told you that she was going to purchase a property, an apartment in the city, correct?
A.   I believe so, yes.
Q.   And she told you that she was going to purchase that property from a friend call Mr Li, correct?
A.   Yes.
Q.   She told you that she wanted the transaction to take place by way of a transfer without a contract for sale, correct?
A.   That’s correct.
Q.   You told her that was possible in circumstances where the parties knew each other, correct?
A.   Yes.
Q.   She told you that the purchase price for that property was $1.5 million, correct?
A.   I think – yeah, she sent that in an email; I don’t know whether it was part of the conversation.
Q.   Did you ask her to confirm her instructions by emailing you after the call?
A.   I would have, yes.
Q.   You then subsequently received an email from her that contained the details of the purchaser, her details?
A.   Yep, from my records, yep.
Q.   And the details of the property?
A.   Yes.
Q.   She sent you a council rates notice as well for it?
A.   That’s right.
Q.   She told you that the price in that email was 1.5 million, correct?
A.   Yes.
…
Q.   Ms Jiang certainly didn’t tell you anything during that phone call about an agreement to purchase the property subject to a valuation being obtained, did she?
A.   I think I would have advised her that a valuation would be required for stamp duty purposes.
Q,   But before you advised her of that, she didn’t tell you that she needed you to obtain a market valuation of the property, did she?
A.   Not to my recollection.
…
Q.   If Ms Jiang had advised you that she had an agreement with Mr Li whereby the purchase price would be determined by an independent valuation, would you have advised her that that would be something that could be done by way of a transfer?
A.   Possibly. It depends on the circumstances.
Q.   But she didn’t tell you anything about such an agreement when she spoke to you, did she?
A.   To do a valuation?
Q.   When she called you on 8 October 2015, she didn’t tell you anything about an agreement where the purchase price was subject to an independent expert determining the purchase price, did she?
A.   I can’t recall.”

In cross-examination, Ms Jiang said that she asked Mr Lu whether it was possible to sell the Property by transfer and without a written contract for sale and Mr Lu said that it was. Ms Jiang denied that she told Mr Lu that the purchase price was $1,500,000 and said that she told Mr Lu that she and Mr Li had an agreement to sell the Property at fair market valuation.^[49] Ms Jiang said that she told Mr Lu that they needed to get a valuation and Mr Lu also said that they would need to do a valuation for stamp duty purposes. Ms Jiang had bought and sold property in Australia previously and it was her understanding that a valuation for stamp duty purposes would be a valuation of the market value of the Property.^[50]
49. T158.34-159.27.
50. T159.20-159.46, 177.9-177.40.
In cross-examination, Ms Jiang said that she sent the email referred to at [98] above to Mr Lu on 9 October 2015 “because from the first, the conversation with Nathan, we both wanted a valuation, and, at that time, he told me then to do a valuation application, I need to fill out this information on the application form, including an estimate price”. Ms Jiang said that the reference in her email to “price” was “just a shorter writing of the estimate price”.^[51]
51. T160.1-160.25, 162.1-162.39. 166.27-167.4.
In her witness statement dated 17 February 2020, Ms Jiang gave evidence that her conversation with Mr Li in which he estimated the value of the Property as $1,500,000 occurred shortly before she completed and returned to Mr Lu a DK Property Professionals Purchase Instruction Form.^[52] Contemporaneous emails show that Ms Jiang first received the Purchase Instruction Form at some time after 2pm on 9 October 2015 and that she completed and returned the form on 14 October 2015.^[53] The section of the form entitled “Your estimation of the property Value” was completed: “$1,500,000”.^[54]
52. Ms Jiang (17/2/20), paragraph 4; Ms Jiang (9/4/21), paragraph 33.
53. Exhibit 2, pp 434-439.
54. Exhibit 2, pp 438.
According to Ms Jiang’s witness statement dated 17 February 2020, the conversation that she had with Mr Li “shortly prior” to completing the DK Property Professionals Purchase Instruction Form was to the following effect:^[55]

“Ruochen: ‘I need to put an estimate of the value of the property in a form for the valuer.’
Tao Li: ‘I re-financed my property through National Australia Bank about a year ago and their valuation was $1,250,000 and property prices have gone up since then so it’s probably worth around $1,500,000.00 now.’”
55. Ms Jiang (17/2/20), paragraph 4.

According to Ms Jiang’s affidavit affirmed on 9 April 2021, the conversation was to the following effect:^[56]

“RJ:   Nathan just sent me a [sic] evaluation application form. It appears that this form it needs a valuation of the property which means how we think the property is worth now. I am not sure how much your property is worth now?
TL:   I did a refinance with NAB last year valuation was 1.25 million, and the housing price had been growing up, you can write 1.5 million, these guys do the evaluation professional anyway, in the end they will definitely give a fair and current market valuation to us, they won’t be affected by the price we have in our minds.
RJ:   OK, I tell him now write 1.5 million, later this evaluation report will be compared with the surrounding properties. Only if the price is close to the surroundings, I will consider buying.
TL:   Yes, let’s see how he values it. I am in a hurry to sell now, the house I’m looking at hunters hill is almost ok. This evaluation must be based on the current market price. When I bought the property it between $700,000 - $800,000. There has been good growth in these years.”
56. Ms Jiang (9/4/21), paragraphs 32-33 and Exhibit 2, p 721; also T166.15-166.26.

Prior to the time that Ms Jiang puts on that conversation, Ms Jiang had sent Mr Lu the email referred to at [98] above stating a “price” of $1,500,000. As Ms Jiang acknowledged in cross-examination, this casts doubt on the reliability of her recollection of the timing of her conversation with Mr Li in which they discussed a potential value or estimated price of $1,500,000. Ms Jiang said that she could definitely remember the conversation with Mr Li in which he had suggested the estimate of $1,500,000 and acknowledged that “I might get a few days wrong on the date”.^[57]
57. T170.40-171.19.
Ms Jiang gave evidence that she thought that Mr Lu was acting for her and also for Mr Li and that Mr Lu was speaking to Mr Li as well as to her throughout the transaction.^[58] However, it is clear from Mr Lu’s evidence and email correspondence throughout the period from October 2015 until settlement on 1 March 2016 that Mr Lu proceeded on the basis that he was acting for Ms Jiang alone.
58. Ms Jiang (9/4/21), paragraphs 26-27.
In his 18 February 2020 statement that Ms Jiang tendered, Mr Li referred to Ms Jiang’s 9 October 2015 email to Mr Lu and stated that he and Ms Jiang had further conversations in which a sale price of $1.5 million was discussed “at one stage”. Mr Li stated that he had a conversation with Ms Jiang “around this time” during which Ms Jiang said that “I would like to attempt to get a loan from the bank with the purchase price being $1.5 million, so that I can get all the funds due payable to you from the loan. I do not have much funds at hand.” Mr Li stated that he told Ms Jiang: “Just do what to [sic] help yourself in getting funds to settle”. Mr Li stated that Ms Jiang then told him “[a]t some point around this time” that her bank had valued the Property at $1.18 million. Mr Li stated that he then had a conversation with Ms Jiang in January 2016 in which she asked to re-negotiate the price because “[m]y bank can only lend me up to 80% of $1.15 million.” Mr Li stated that he then told Ms Jiang: “If this is the case, I will sell the property to you at $1.15 million and nothing less”. Mr Li stated that Ms Jiang replied: “Ok”.^[59]
59. Exhibit 3, paragraphs 12-18.
Ms Jiang gave evidence that, at about the same time that she engaged Mr Lu, she also approached the Commonwealth Bank of Australia (CBA) for finance for the purchase of the Property.^[60]
60. Ms Jiang (16/1/20), paragraph 8.
Mr Lu gave evidence that, on 16 October 2015, he sent a copy of a draft transfer to CBA. Mr Lu deposed that the draft transfer “indicated a purchase price of $1,500,000-00 in accordance with Ruochen Jiang’s instructions in her initial e‑mail dated 9 October 2015”.^[61] Neither the email nor the “draft transfer” formed part of the evidence in these proceedings. Mr Lu did not give any evidence about the reason why he sent a “draft transfer” to CBA, save that it was put to him in cross-examination that he did so “for the purposes of preparing for the transaction” and he answered: “I believe so, yes”.^[62] The evidence does not reveal how the sending of a “draft transfer” to CBA would meaningfully advance the preparation for the transaction in circumstances where CBA had not even approved Ms Jiang’s loan application as at 16 October 2015 and would (according to the usual course of things) obtain its own valuation of the Property before deciding whether to make a loan to Ms Jiang on the security of the Property and, if so, in what amount.
61. Mr Lu (17/1/20), paragraph 8.
62. T229.50-230.4.
Mr Lu gave the following evidence in cross-examination in relation to the 16 October 2015 email and “draft transfer” described in his affidavit:^[63]

“Q.   Had she told you the purchase price was to be determined by an independent valuer, you would not have included the $1.5 million in the transfer price, would you?
A.   Probably not.
Q.   The reason you included the $1.5 million in the transfer price is because the only thing that Ms Jiang had told you about the purchase price was in her written email to you with the price, correct?
A.   Yeah, I would assume so, yeah.
Q.   Had she told you that the sale was to be conducted by way of an independent expert determination of valuation, you would have waited until you got the valuer’s report before preparing the transfer, wouldn’t you?
A.   Yes.”
63. T229.35-229.49.

I note that it is plain from Mr Lu’s evidence about his 16 October 2015 email to CBA that Ms Jiang had told him at some time between 8 October and 16 October 2015 that she had applied to CBA for a loan to finance her purchase of the Property. I note that Mr Lu’s account of his conversation with Ms Jiang on 8 October 2015 includes no reference to Ms Jiang informing him that she either intended to apply or had applied to CBA for a loan. Nor does Mr Lu’s account include any reference to Ms Jiang providing any other information to Mr Lu about how she was intending to finance the purchase. Mr Lu does not give any evidence of any other communication that he had with Ms Jiang prior to 16 October 2015 in which such information was conveyed to him. I infer that Mr Lu’s account in his affidavit of his communications with Ms Jiang during the period from 8 October to 16 October 2015 is incomplete. I do not suggest that Mr Lu has deliberately or improperly omitted any communications. Rather, Mr Lu’s process of endeavouring to recall or reconstruct conversations that occurred five years earlier in the context of one transaction in his practice as a solicitor, supplemented by reconstruction from business records, has obvious limitations.
On 28 October 2015, API Property issued a valuation report in respect of the Property to CBA in connection with a proposed loan to Ms Jiang. API Property ascribed a market value of $950,000 to the Property.^[64]
64. Exhibit 2, p 440.
On the evening of 28 October 2015, DK Property Professionals sent an email to Mr Lu attaching a copy of a draft valuation report in respect of the Property dated 28 October 2015. The draft report referred to the definition of “market value” and referred to three sales of apartments within the same building as the Property in May, June and September 2015. The draft report stated that the “current dutiable market value” of the Property “for Stamp Duty purposes” had been assessed as $1,070,000. The email stated that a signed copy of the valuation report would be sent upon payment of the invoice. The signed report was later issued on 17 December 2015.^[65]
65. Exhibit 2, pp 448, 492-494; Jiang (9/4/21), paragraph 35.
Ms Jiang gave evidence that she received the draft DK Property Professionals valuation report from Mr Lu and the API Property valuation report from Mr Dong on 29 October 2015.^[66] It is not clear from the evidence which of the two reports Ms Jiang received first on 29 October 2015.
66. Ms Jiang (16/1/20), paragraphs 9-11.

In her witness statement dated 16 January 2020 served in the 2018 proceeding, Ms Jiang gave evidence that she had a conversation with Mr Li to the following effect shortly after receiving the DK Property Professionals draft valuation report:^[67]
67. Ms Jiang (16/1/20), paragraph 9.

“Ruochen:
   ‘The valuation has come in at $1,070,000.00. I’m ok with that

price if you are.’
Tao Li:      ‘That’s fine.’
Ruochen:   ‘Okay, now we can proceed. I’m just waiting for my loan approval.’
Tao Li:      ‘That’s good.’
Ruochen:   ‘And once I know how much the bank will lend me then I will know how much I have to pay you to make up the balance.’”

In her affidavit affirmed on 9 April 2021 and served in the 2020 proceeding, Ms Jiang gave an account of this conversation that included her describing to Mr Li the contents of the report and the comparable sales referred to in the report and telling Mr Li that “1.07 million is a relatively high price, in this building” and that “this looks like the best price for now. I think this is also the highest price I can accept”. In this more detailed account of the conversation, Mr Li told Ms Jiang that he agreed to use the price of $1,070,000 and added “I also need money urgently to buy the new house”.^[68]
68. Ms Jiang (9/4/21), paragraph 36 and Exhibit 2, p 722.
Ms Jiang gave the following evidence in cross-examination:^[69]
69. T174.18-174.39.

“Q.   You never provided the CBA valuation to Mr Li, did you?
A.   I told him on the phone when I called him about the valuation and its price.
Q.   But you never actually gave him a physical copy or emailed him a copy of the valuation from CBA, did you?
A.   Maybe not. He didn’t ask for it.
Q.   And you never emailed or gave him a physical copy of the DK valuer’s valuation either, did you?
A.   Maybe not because when I called him and told him the valuation price, he was happy with it and he didn’t ask to see the actual report, and I think Nathan was talking to him about this as well. So I didn’t thought that was my responsibility.
Q.   You gave some evidence previously that you thought Mr Lu was acting for both yourself and Mr Li, is that correct?
A.   That’s what I understood on that time.
Q.   You’re lying about your understanding as to that, aren’t you?
A.   No.”

Mr Li gave evidence that he had no knowledge of the DK Property Professionals report. In cross-examination, Mr Li gave evidence that Ms Jiang did not tell him about a market valuation of $1,070,000 and said that the first time that he heard about the figure of $1,070,000 was from his former solicitor, Ms Sun. I understood Mr Li to be referring to a communication from Ms Sun in the context of the 2018 proceeding. Mr Li denied that he was lying about having first heard the price of $1,070,000 from Ms Sun.^[70] Mr Li gave the following further evidence in cross-examination:^[71]
70. Mr Li (4/3/21), paragraph 43; T79.20-79.35.
71. T79.35-80.26.

“Q.   You said to [Kate], when she told you about the valuation of 1.07, ‘Okay then, use this price. I need money urgently to buy the new house’, didn't you?
A.    INTERPRETER: No, no, not at all. At that time I didn't need money urgently. What I need was to discharge the loan quickly, so actually I was not - I didn't care that when she paid me the money, I didn't need the money urgently.
Q. You say you didn't need the money urgently, correct?
A. INTERPRETER: Correct, I didn't need it, I just needed to buy a property, so that's why I wanted her to put all the money together.
Q. You needed the money to discharge the loan over the Castlereagh Street property to NAB, didn't you?
A.     INTERPRETER: Correct.
Q.    You were going to use the money from the sale of Castlereagh Street to pay off the Castlereagh Street mortgage, weren't you?
A.    INTERPRETER: I didn't think that way. I was told at that time that if you want to discharge the loan quickly you need to sell that property, so that's why I sold that property.
Q.    You needed the proceeds of the sale of that property to discharge the mortgage, didn't you?
A.    INTERPRETER: I don't understand what you mean by ‘the proceeds’, ‘sales proceed’. Doing the sale of the property, the, the new properties - the loan bank just used the money, and they just discharged the loan directly.
Q.    What I mean is, you didn't have an independent source of funds that you could use to discharge the Castlereagh Street mortgage, did you?
A.    INTERPRETER: Incorrect, because I didn't think at all that I would use the independent fund to discharge the loan.
Q.    My question was, you didn't have an independent source of funds to discharge the loan, did you?
A.    INTERPRETER: Because I didn't think in that way, so I didn't think of other means, because most of the money at that time were from my family, my mum supported me. If I thought in that way probably I will try my best - I will try my best to ask for help and this is the first reason. The second reason is why I wanted to sell that property was because I didn't have energy to look after many properties. The property - that property was for my residential purpose, so once I got a new one I would like to sell the, the current one. The reason was very simple.”

Mr Li’s denial that he told Kate that he needed money urgently to buy the new property at Hunters Hill and his answer that “I didn’t care when she paid me the money” makes no sense and is inconsistent with his own evidence referred to at [168] below. Mr Li’s suggestion that he could have financed the Hunters Hill purchase by obtaining funds from his mother is also inconsistent with his own evidence referred to at [168] below.
In his affidavit sworn on 26 November 2021, Mr Li maintained that the agreed purchase price for the Property was $1,500,000 and that he made no agreement with Ms Jiang to the effect that the purchase price would be limited to the valuation.^[72] That is inconsistent with Mr Li’s pleadings in the 2018 proceeding and his 18 February 2020 and 20 April 2020 witness statements referred to at [83]-[85] above.
72. Mr Li (26/11/15), paragraph 50.
Ms Jing Liu (also known as Amy Liu) of CBA was assisting Ms Jiang with her home loan application for her purchase of the Property. Ms Jiang gave evidence that Ms Liu telephoned her soon after she received the API Property valuation report on 29 October 2015 and told her that CBA would lend her 80 per cent of the $950,000 valuation (being $760,000). Ms Jiang gave evidence that, based on that advice, she felt confident that the purchase could proceed with the funds that would be available from CBA.^[73]
73. Ms Jiang (16/1/20), paragraph 11; Ms Jiang (9/4/21), paragraph 44.
On 29 October 2015, Mr Lu sent an email to Ms Jiang stating:^[74]

“We are now in a position to settle the Transfer of the property at 381/303-321 Castlereagh Street, Haymarket.
In order to proceed we will require the following:
1.   Transfer signed and witnessed by Tao Li;
2.   Certified copy of your driver’s licence;
3.   BANK Cheque for payment of stamp duty being $44,360.00;
4.   Cheque payable to L&L Legal Pty Ltd for $870.25 being payment of the attached invoice (please note I have included the cost of the valuer in the invoice so you will not need to pay the valuer separately).”
74. Exhibit 2, pp 452-453.

Mr Lu’s email attached a transfer form naming Mr Li as the transferor and Ms Jiang as the transferee of the Property and stating a purchase price of $1,500,000.^[75] However, the amount of the stamp duty referred to in item 3 of the email is the amount that would be payable on the basis of a price of $1,070,000, not a price of $1,500,000.^[76]
75. Exhibit 2, p 453.
76. Ms Jiang’s closing submissions at T309.17-309.35. The accuracy of this submission was not disputed by counsel for Mr Li. The amount in item 3 of the email is the same as the amount of stamp duty ultimately paid on the Transfer with the price of $1,070,000.
The evidence does not explain the basis of Mr Lu’s statement that the transaction was ready to settle. At the time of the email, Mr Lu was aware that CBA were financing Ms Jiang’s purchase of the Property,^[77] Ms Jiang had only received verbal confirmation of loan approval from CBA and CBA had not indicated that it was ready to settle. On any objective view, Ms Jiang was not in a position to settle the transaction as at 29 October 2015.
77. Mr Lu (17/1/20), paragraph 8.
Ms Jiang gave the following evidence in relation to Mr Lu’s 29 October 2015 email:^[78]

“I don’t believe I checked the transfer at the time but assume the amount of $1,500,000.00 was inserted by Nathan Lu as that was the figure I initially instructed him to use as the sale price in early October 2015 until a proper valuation was done.”

78. Ms Jiang (16/1/20), paragraph 10.

November 2015

On 3 November 2015, Ms Jiang sent Mr Lu a copy of the API valuation obtained by CBA that valued the Property at $950,000.^[79]
79. Mr Lu (17/1/20), paragraph 12.
Ms Jiang gave evidence that she instructed Mr Lu on 3 November 2015 that she had agreed with the vendor that the purchase price would be $1,070,000. That is consistent with Mr Lu’s email sent to Ms Jiang on 4 November 2015 attaching a revised transfer form with a price of $1,070,000. Mr Lu’s email stated that, on receipt of the original transfer executed by the vendor and a bank cheque payable to the Office of State Revenue in the amount of $44,350, “we will be able to settle this transfer”.^[80] Again, it is plain that the transaction could not be settled unless and until CBA provided formal approval for Ms Jiang’s loan and was ready make the loan funds available to facilitate settlement.
80. Ms Jiang (16/1/20), paragraphs 12-13; Ms Jiang (9/4/21), paragraphs 41-42; Exhibit 2, pp 470-471.
Ms Jiang gave evidence that Mr Li visited her in about mid-November 2015 at the apartment at 3507 Liverpool Street, Sydney where she was living with Mr Hao Wang. Mr Wang was present on that occasion. Ms Jiang gave evidence that she handed Mr Li the revised transfer showing the price of $1,070,000 and said to him:^[81]

“This is the Transfer you need to sign. The price is $1,070,000 as we agreed.
…
You need to get a witness to sign as well.”
81. Ms Jiang (16/1/20), paragraph 14; Ms Jiang (9/4/21), paragraphs 45-47 and Exhibit 2, p 723.

According to Ms Jiang, Mr Li then asked Mr Wang to be his witness and sign after him. Mr Wang and Ms Jiang watched Mr Li sign the Transfer and Mr Wang then signed it as witness. Ms Jiang asked Mr Li to deliver the signed Transfer to ABP Lawyers the following day and he agreed to do so.^[82]
82. Ms Jiang (16/1/20), paragraph 14.
In her witness statement dated 16 January 2020, Ms Jiang gave evidence that she and Mr Li then had a conversation to the following effect before Mr Li left her apartment:^[83]
83. Ms Jiang (16/1/20), paragraph 16.

“Tao Li:   ‘I’m a bit tight for money. Can you give me the purchase money now before settlement and I will try to settle as soon as I can.’
Ruochen:
   ‘I can’t give you the whole amount as I have to get the loan

      amount first and then I only have to pay you the balance.’
Tao Li:
      ‘I have found a house and it’s for sale by auction. So I need to

      have some cash on hand to be ready.’
Ruochen:   ‘I can give you the balance of $310,000.00 now.’
Tao Li:
      ‘That’s nice of you. I will make sure the settlement goes through

      as quickly as possible.’
Ruochen:
   ‘But if I pay you the $310,000.00 then I have nothing left to pay

      you because my loan will be $760,000.00 based on a valuation

      of only $950,000.00. My bank will pay you the money when we

      settle.’
Tao Li:
      ‘Okay, I know. I am surprised CBA valued the property so low.

       My bank valued it much higher when I refinanced. I will give you

      my bank account details so you can deposit the money into the

      account.’”

According to Ms Jiang, Mr Li then wrote his bank account details on a piece of paper that he handed to her. Those account details were for an account with NAB. Ms Jiang then told Mr Li that she would go to the bank in the next few days.^[84]
84. Ms Jiang (16/1/20), paragraph 16.
In her affidavit affirmed on 9 April 2021, Ms Jiang gave a slightly more detailed account of a similar conversation that she had Mr Li at some time after the occasion on which Mr Li had signed the Transfer.^[85]
85. Ms Jiang (9/4/21), paragraph 51 and Exhibit 2, p 725.
On 20 November 2015, Ms Jiang attended the World Square branch of the NAB where she withdrew $310,000 from her NAB account number ending #481 and deposited that same amount into Mr Li’s NAB account number ending #941.^[86]
86. Ms Jiang (16/1/20), paragraph 17; Ms Jiang (9/4/21), paragraphs 53-54 and Exhibit 2, p 726; Exhibit 2, pp 479, 481, 483, 770.
Ms Jiang gave evidence that the $310,000 that she deposited into Mr Li’s account was part of a sum of $329,905 that she had received on 18 November 2015 on settlement of her sale of an apartment in Arncliffe. Those sale proceeds had been deposited into her NAB account #481 on 18 November 2015. Ms Jiang’s evidence is corroborated by bank records, including copies of cheques drawn in favour of Ms Jiang on settlement of the Arncliffe sale and contemporaneous solicitors’ correspondence concerning the settlement. The statement for Ms Jiang’s NAB account #481 shows that the account had a credit balance of $1,349 prior to the deposit of the settlement funds of $329,905 on 18 November 2015 by the solicitors who acted for her on the sale of the Arncliffe apartment. Withdrawals and transfers equivalent to the whole of that deposit were made on 20 November 2015, including the withdrawal of $310,000 that was then paid into Mr Li’s account.^[87]
87. Ms Jiang (23/12/21), paragraphs 18-26; Exhibit 2, pp 380, 474-484.
According to Ms Jiang, she telephoned Mr Li immediately after making the $310,000 deposit into his account and told him that they should settle their transaction as soon as her loan was finalised. Ms Jiang gave evidence that Mr Li telephoned her a few hours later confirming that the sum of $310,000 had been received into his account and saying that he would make sure that his bank was ready to settle their transaction soon.^[88]
88. Ms Jiang (16/1/20), paragraph 18; Jiang (9/4/21), paragraph 55 and Exhibit 2, p 726.
It was put to Ms Jiang in cross-examination that the $310,000 payment that she made to Mr Li was not part of the purchase price for the Property because she did not tell Mr Lu about the payment. Ms Jiang gave evidence that she had told Mr Lu about the $310,000 payment by telephone at some time after she made the payment and before settlement. Ms Jiang gave the following evidence about this subject:^[89]
89. T188.5-190.5.

“Q.    … your evidence is that you told Mr Lu over the phone that you paid a $310,000 deposit in respect of this purchase?
A.   I told Nathan Lu on the phone I have paid all the money I need to pay to Tao Li, except my bank money, and nothing else I need to pay for the settlement.
…
Q   By 1 January 2016, is it your evidence that you told Mr Lu that you’d paid $310,000 to Mr Li as part of the purchase?
A.   I remember there is a time on the phone he asked me about this, so I told him that. I can’t remember the exactly [sic] date of it.
Q.   I want to suggest to you that if you’d paid the $310,000 as a deposit, you would’ve promptly told Mr Lu about it after you’d paid it. Do you accept that?
A.   Because the arrangement was asked by Tao Li to pay him earlier, and as the deal progressed, Nathan did ask me about it and I told him what I said, and Nathan said, ‘Okay, he got that and we have our own arrangement, and he just only need to do the settlement.’
Q.   Mr Lu didn’t know about the $310,000 as late as 29 February 2016, did he?
A.   Before the settlement, as I said, I told him on the phone once he asked. I can remember the conversation. Otherwise he, before the settlement, if he have any question he ask me, I will also, also answer him.
Q.   You’re aware that the settlement occurred on 1 March 2016, correct?
A.   Yes.
Q.   When did you tell Mr Lu that you had paid $310,000 to Mr Li?
A.   As I said, after I made the payment and before the settlement.
Q.   But when you say after you made the payment and before the settlement, that’s potentially a four month period. When in that period approximately did you tell Mr Lu?
A.   I said I can’t remember the exact date now. But I remember the conversation because Nathan asked me once and I told him.
Q.   You would’ve told Nathan in 2015 about the $310,000, wouldn’t you?
A.   I didn’t tell him straight after I deposit the money. It was when he called me and asked me about it, and I told him.
…
Q.   You would’ve told Mr Lu in 2015 about the 310,000 if it happened, wouldn’t you?
A.   I said I can remember I told him when he asked me and it’s between after I made the payment and before the settlement.
Q.   You’re being deliberately vague on this issue, aren’t you?
A.   No, because Nathan called me sometimes and I tell him what he needs to know. I can’t remember what’s, what date was each call happened.”

Mr Li denies having ever met a person by the name of Hao Wang and denies signing the Transfer.^[90]
90. Mr Li (26/11/21), paragraph 51; T83.16-83.40.
Mr Li owned the apartment at 3507 Liverpool Street where Ms Jiang says that Mr Li signed the Transfer. Mr Li denies that Ms Jiang was ever renting or living in that apartment and denies meeting with Mr Wang there on any occasion. In cross-examination, Ms Jiang maintained that she was living in that apartment in late 2015. When pressed to be more specific about the dates, Ms Jiang said that she could not remember the exact dates but that it was in about October, November and December 2015. She had made an arrangement with Mr Li in about October 2015 that she could live there rent-free and Mr Li could remain in the Property he was selling to her rent-free for a couple of months until he was ready to move into his new home. Ms Jiang did not pay rent to Mr Li’s letting agent, Belle Properties.^[91] Ms Jiang’s description of the apartment as a “dual apartment” comprising a separate studio apartment and a two bedroom apartment was not challenged in cross-examination. Ms Jiang said that it was the two bedroom apartment that she occupied and she believed that the studio apartment was rented out. Rental records tendered by Mr Li establish that the two bedroom component of the apartment was not rented through Belle Properties during the period from 11 November 2015 until January 2016.^[92]
91. T178.32-179.41, 181.31-184.26.
92. Exhibit 15.
The parties jointly instructed Ms Melanie Holt, a forensic document examiner, to examine the signature on the Transfer and various specimen signatures of Mr Li and to opine as to whether the disputed signature on the Transfer was written by Mr Li or by a different writer. Ms Holt observed that the questioned signature displayed some level of pictorial similarity to Mr Li’s specimen signatures and that there were both similarities and differences between the disputed signature and the specimen signatures. The main areas of difference lay in the initial portion of the signatures. The disputed signature appeared to be reasonably fluent and written in one continuous pen stroke, but it was not possible to determine the speed with which the disputed signature had been executed. Ms Holt concluded that the evidence available to her “provides roughly equal support” for the proposition that the disputed signature was written by the writer of the specimen signatures and for the proposition that the disputed signature was written by a different writer, “meaning that a conclusion regarding the authorship of the purported signature of Mr Li depicted on the questioned Transfer AK270647J could not be reached”.^[93]
93. Exhibit 1.
In cross-examination, Ms Jiang readily acknowledged that she knew what Mr Li’s signature looked like by November 2015 because she had seen him signing papers on other occasions. It was put to Ms Jiang that she had forged Mr Li’s signature on the Transfer because she had agreed to pay $1,500,000 for the Property and, when she saw the valuations of $950,000 and $1,070,000, she felt that Mr Li had cheated her by specifying that price and by refusing to lower the price after the valuations came in. Ms Jiang denied these allegations and denied forging Mr Li’s signature on the Transfer.^[94]
94. T173.43-174.2, 187.20-188.2.

I return to the other five matters relied on by Mr Li in support of his allegation that his signature on the Transfer was forged.
Mr Li’s evidence that he agreed to a price of $1,500,000 for the transfer of the Property to Ms Jiang has been rejected. I have accepted Ms Jiang’s evidence that they agreed that she would purchase the Property at a fair market valuation price. There is nothing inherently implausible in Mr Li signing the Transfer stating the price of $1,070,000, being the market value of the Property as determined by the DK Property Professionals valuation of the Property. On the contrary, it is inherently plausible that Mr Li did sign the Transfer. For those reasons, and for the reasons at [246]-[256] above, I reject Mr Li’s denial that the signature of the transferor on the Transfer is his signature.
Ms Jiang gave evidence that she knew what Mr Li’s signature looked like in mid-November 2015. However, that does not support a finding that she was capable of reproducing his signature, much less that she did so by forging his signature on the Transfer. As I put to counsel for Mr Li in closing submissions, it is highly implausible that Ms Jiang would have forged Mr Li’s signature in order to procure a transfer of the Property to herself at market value. That would have been implausible even if I had found that the orally agreed price was $1,500,000. Ms Jiang could have readily walked away from any such oral agreement had she wished to do so after receiving the DK Property Professionals valuation report. An oral agreement, with no acts of part performance as at mid-November 2015, would not have been enforceable by Mr Li.
For the reasons at [246]-[256] above, I reject Mr Li’s denials that Ms Jiang ever resided in his apartment at 3507 Liverpool Street where Ms Jiang gave evidence that Mr Li visited her signed the Transfer in about mid-November 2015. Contrary to the submissions made by counsel for Mr Li, there is no documentary or other objective evidence that corroborates Mr Li’s denial that Ms Jiang was living there. Ms Jiang’s evidence that she was living there in late 2015 was credible and I accept it. Ms Jiang was asked in cross-examination to describe the apartment. She did so in some detail and was not challenged about any aspect of her description. Ms Jiang was unable to identify the precise dates during which she says that she was living there, but the period that she identified in approximate terms coincides with the period during which documentary evidence tendered by Mr Li established the Property was not rented through Mr Li’s leasing agent.^[265] I do not accept the submission made by counsel for Mr Li that Ms Jiang gave inconsistent evidence in her affidavit that she was “renting” the apartment and in cross-examination that she was living there without paying rent. The word “renting” is a term that is sometimes used by lay people to describe living in premises owned by somebody else. In cross-examination, Ms Jiang said that this was what she had meant by the word “renting” in her affidavit.^[266] The issues raised by these proceedings did not call for Ms Jiang to clarify in her affidavit that she was not making any payment to Mr Li for this arrangement.
265. See [139] above.
266. T186.45-187.5.
For the reasons at [246]-[256] above, I also reject Mr Li’s denials that he ever met a person by the name of Hao Wang. Documentary evidence establishes that Mr Wang was in Australia at the time. Ms Jiang’s failure to call Mr Wang is not unexplained. Ms Jiang did not adduce documentary evidence of unanswered emails and messages that she says she sent to Mr Wang in an effort to find him in China where he is now living and adduce evidence from him for the purpose of these proceedings. It was not put to Ms Jiang in cross-examination that she had lied about her attempts to make contact with Mr Wang.^[267] In all the circumstances and contrary to the submission made by counsel for Mr Li, I do not consider that Ms Jiang’s failure to adduce such documentary evidence warrants an inference that the documentary evidence would not have assisted her defence of Mr Li’s claims in the 2020 proceedings. Nor does Ms Jiang’s failure to adduce such documentary evidence support an inference that the documents, or any evidence that Mr Wang might have been able to give, would have been adverse to Ms Jiang’s defence of Mr Li’s claims.^[268]
267. T184.28-185.14.
268. Kuhl v Zurich Financial Services Australia Ltd [2011] HCA 11; (2011) 243 CLR 361 at [63]-[64] (Heydon, Crennan and Bell JJ).
For all of those reasons, Mr Li has failed to discharge his onus of proving that his signature on the Transfer was forged. I accept Ms Jiang’s evidence that Mr Li did sign the Transfer in her presence and in the presence of Mr Wang, and I so find. Ms Jiang’s evidence is inherently plausible in light of my finding at [279] above that Mr Li agreed to sell and she agreed to purchase the Property for a fair market valuation price during their conversation in early October 2015 and in light of the evidence that DK Property Professionals determined $1,070,000 to be the market value of the Property in their draft report issued on 29 October 2015 on the basis that it would be finalised immediately upon payment of their fee. The alternative that Ms Jiang forged Mr Li’s signature finds no positive support in the expert evidence or my examination of the disputed signature in comparison with Mr Li’s specimen signatures and is highly implausible for the reasons explained above.

The purchase price

In closing submissions, counsel for Mr Li suggested that, if the Court did not find that the agreed purchase price for the Property was $1,500,000, it would be open to the Court to find that the agreed price was some unspecified amount that was more than $1,070,000. For the reasons explained above, I find that Mr Li agreed to sell and Ms Jiang agreed to purchase the Property for a fair market valuation price during their conversation in early October 2015, that the market value of the Property was subsequently determined by DK Property Professionals to be $1,070,000, that Mr Li and Ms Jiang had a conversation on or shortly after 29 October 2015 in which Mr Li confirmed his acceptance of the valuation amount of $1,070,000 as the price and that Mr Li then signed the Transfer in about mid-November 2015 stipulating the price of $1,070,000.

The $310,000 payment

There is no dispute that Ms Jiang paid Mr Li the sum of $310,000 on 20 November 2015.
I accept Ms Jiang’s evidence that she paid this sum to Mr Li at his request that she make an early payment of part of the $1,070,000 of the purchase price.^[269] That evidence is inherently plausible. The amount paid is the exact amount of the purchase price that Ms Jiang knew by the end of October 2015 would not be funded by her loan from CBA.^[270] Contemporaneous bank records establish that Ms Jiang made the payment out of the proceeds of sale of her Arncliffe property,^[271] corroborating her denial of Mr Li’s story that the money was his own money that Ms Jiang had collected for him. Mr Li’s bank statement shows that he burned through the $310,000 in a series of transactions in a little less than one month.^[272] That pattern of conduct is broadly consistent with Ms Jiang’s evidence that Mr Li told her when he asked for the payment that “I’m a bit tight for money”.^[273]
269. See [131] above.
270. See [122] above.
271. See [135] above.
272. See [148] above.
273. See [131] above.
It was submitted on behalf of Mr Li that Ms Jiang’s evidence should not be accepted because she did not tell Mr Lu about the $310,000 payment and that renders it implausible that the payment was made as part of the purchase price of the Property. I reject that submission. Ms Jiang gave evidence that she did tell Mr Lu about the $310,000 during a telephone conversation when Mr Lu contacted her “as the deal progressed” to discuss arrangements for settlement. Ms Jiang was unable to put a date on that conversation. Ms Jiang’s evidence is consistent with the inherent probabilities. There was no need for her to tell Mr Lu about the $310,000 payment immediately or even promptly after it was made because it was irrelevant to the discharge of his role until settlement was imminent. It is probable that Mr Lu contacted her for instructions concerning settlement as the expected time for settlement drew closer, as Ms Jiang said. Contrary to the submission made on behalf of Mr Li, I regard Ms Jiang’s inability to put a date on this conversation as entirely understandable given the seven years that have passed since these events occurred and given the relatively long period of time between the signing of the Transfer and settlement.^[274] Mr Lu said he could not recall whether Ms Jiang had told him about a “cash deposit” of $310,000 and he did not know whether she had given that instruction to anyone else in his office. Mr Lu gave evidence that he had no recollection of seeing any email, correspondence or file note indicating that Ms Jiang had paid $310,000 towards the purchase price, but there is no evidence establishing when Mr Lu last reviewed his file prior to giving evidence at the final hearing.
274. Ms Jiang’s evidence is set out at [137].
Mr Lu accepted that, if Ms Jiang had made a payment of $310,000, then the first direction that Ms Lee issued to SAI Global on 29 February 2016 would not have directed SAI Global (as agent for CBA) to provide a cheque in favour of NAB for $920,350 on settlement. Mr Lu was unable to shed light on why Ms Lee had drafted the settlement direction in those terms.^[275] It was submitted on behalf of Mr Li that the Court should infer from ABP Lawyers’ direction to SAI Global to pay $920,350 to NAB on settlement that Ms Jiang had not in fact told Mr Lu about the $310,000. It was further submitted that the inference supported a finding that the $310,000 payment was not a payment of part of the purchase price of the Property.
275. See [203] and [205] above.
I do not consider that the evidence supports the inferences for which Mr Li contends.
Although it is ordinarily to be expected that a settlement direction issued by a solicitor to their client’s lender would be based on the client’s instructions, or at least the solicitor’s understanding of the client’s instructions, the evidence strongly suggests that that was not so in the present case. ABP Lawyers knew that the purchase price was $1,070,000. They were in possession of the Transfer signed by Mr Li that stated that price. Indeed, they had prepared the Transfer. If Ms Jiang had informed ABP Lawyers of the $310,000 payment, the direction requiring a cheque from CBA in the amount $920,350 on settlement was wrong because it exceeded the $760,000 balance of the purchase price to be paid by or on behalf of Ms Jiang on settlement. If Ms Jiang had not informed ABP Lawyers about the $310,000 payment (or if Ms Lee was not aware of that payment), the direction was wrong because it required a cheque from CBA greater than the total amount of the funds that CBA was lending to Ms Jiang for the purchase of the Property. As I have said earlier in these reasons, ABP Lawyers knew that CBA had valued the Property at $950,000 and there is no evidence of any basis for ABP Lawyers to assume that CBA would be lending almost the whole of that amount ($920,350) to Ms Jiang. Thus, the proposition that the first settlement direction issued to SAI Global on 29 February 2016 is consistent only with Ms Jiang not having told Mr Lu (or ABP Lawyers) about the $310,000 payment is wrong. The settlement direction was erroneous, irrespective of whether ABP Lawyers had instructions about the $310,000 payment. There is no evidence that ABP Lawyers sought instructions from Ms Jiang about the first settlement direction before they sent it to SAI Global. Ms Jiang was not even copied in on the email to SAI Global attaching that erroneous direction.^[276]
276. See [201]-[202] above; Exhibit 2, pp 570-571.
It appears that Ms Jiang was first alerted to the incorrect settlement direction by Ms Lee’s emails sent at 11.49am and 12.13pm on 29 February 2016. Counsel for Mr Li placed great emphasis on Ms Lee’s statement in the 12.13pm email that: “As client’s funds available is only $760,000, client need to draw a shortfall bank cheque to settlement.” I accept that the reference to “client” in that email appears to be a reference to Ms Jiang. However, I do not accept that this statement should be read as evidence of an understanding by Ms Lee, based on a detailed consideration of the file and after checking with Mr Lu, that Ms Jiang had not previously paid any amount towards the purchase price. Any such understanding would be inconsistent with Ms Lee’s conduct in having issued the first settlement direction to SAI Global for $920,350 and having sought Mr Li’s confirmation in her 11:49am email that this was the whole of the amount to be paid to him on settlement. Moreover, the statement in the 12.13pm email that “client need to draw a shortfall bank cheque to settlement” is immediately followed by a request for both Ms Jiang and Mr Li to contact Ms Lee about “the cheque direction and shortfall”. That strongly suggests that Ms Lee required instructions about these matters that she had not yet obtained.^[277] For those reasons, Ms Lee’s statement in the 12.13pm email that “client need to draw a shortfall bank cheque to settlement” does not support an inference that Ms Jiang had not told ABP Lawyers about the $310,000 payment.
277. See [204].
Mr Li’s evidence that the $310,000 payment was money that “Ms Jiang received or collected on my behalf for the purpose of my purchase of the Hunter Hill Property and the operation of my school” is implausible in the absence of any evidence of those alleged transactions and in the absence of any evidence of any reason why it would assist Mr Li for Ms Jiang to receive money that was transferred from China and intended for him, rather than such money being transferred directly into Mr Li’s account. The evidence is implausible in the absence of any evidence of any reason why money for the purpose of the school would be deposited into an account of Ms Jiang rather than into the bank account of Vin International, and why any such money would then be transferred to Mr Li who was only one shareholder of Vin International. It is implausible that, if the money was Mr Li’s money, he would have asked Ms Jiang to “give me as much as you could” rather than simply demanding all of his money at a time when he was trying to gather all available funds to purchase an expensive property at Hunters Hill.^[278] I reject Mr Li’s evidence for those reasons and for the further reasons explained at [246]-[256] above.
278. See [143]-[147] above.
For those reasons, I find that the sum of $310,000 paid by Ms Jiang to Mr Li on 20 November 2015 was a payment of part of the purchase price of $1,070,000 for the Property.
There is no dispute that Ms Jiang paid the balance of $760,000 to Mr Li on settlement on 1 March 2016. That sum was paid by Ms Jiang’s incoming mortgagee (CBA) directly to Mr Li’s outgoing mortgagee (NAB).
It follows that Ms Jiang has paid the whole of the purchase price of the Property to Mr Li and I so find.

The $159,700 payment

There is no dispute that Ms Jiang paid the sum of $159,700 into Mr Li’s NAB account #941 on 21 December 2015.^[279] This is the payment that is the subject of Ms Jiang’s cross-claim.^[280] It is common ground that Ms Jiang bears the onus of proving on the balance of probabilities that the payment was made as a loan to Mr Li.
279. See [161] above.
280. See [53] above.
Ms Jiang’s evidence that she made this payment to Mr Li after agreeing, at his request, to lend him the surplus proceeds that she would receive from the refinancing that she was then undertaking with CBA^[281] is corroborated by contemporaneous documents. Those documents show that Ms Jiang did receive the sum of $158,897.92 into her newly opened CBA account on 18 December 2015 and that her $159,700 payment to Mr Li three days later was funded by a withdrawal of that amount from her CBA account. The transaction description in the bank statement for Ms Jiang’s account indicates that the 18 December 2015 deposit was made by the bank and represented “SURPLUS” funds paid into her account. The timing of that deposit coincides with the timing of Ms Liu of CBA advising Ms Jiang that her refinancing application had been approved and is also consistent with Ms Liu’s subsequent advice to Ms Jiang that the first monthly interest payment for the refinance facility was due exactly one month after the $158,897.92 deposit.^[282] Counsel for Mr Li submitted that the Court should not infer from those documents that the $159,700 payment was paid by Ms Jiang out of the surplus funds from her refinancing, but acknowledged that those inferences were available to be made and did not identify any reason why those inferences should not be drawn. I reject the submission.
281. See [155] above.
282. See [160]-[161] above.
Mr Li advanced two contradictory explanations for the $159,700 payment, one of which was irreconcilable with objective facts established by the contemporaneous documents and the other of which was inherently implausible. The first explanation and its inconsistencies with contemporaneous records is set out at [163]-[165] above. The second explanation is set out at [166] above and is implausible for the same reasons that I have explained at [302] above in relation to Mr Li’s evidence concerning the $310,000 payment. Counsel for Mr Li did not submit that his evidence about the $159,000 payment referred to at [163]-[165] should be accepted. Rather, counsel for Mr Li submitted that his evidence concerning the stamp duty payment referred to below should be accepted, and it would then follow that Ms Jiang’s evidence concerning the $159,000 is inherently improbable and should be rejected. I have rejected Mr Li’s evidence concerning the stamp duty payment for the reasons explained below.
For those reasons and for the reasons at [246]-[256] above, I accept the evidence of Ms Jiang and reject the evidence of Mr Li concerning the $159,700 payment and find on the balance of probabilities that the payment was made pursuant to an oral loan agreement made by Ms Jiang and Mr Li in or about early December 2015 and by no later than 18 December 2015. I find that it was a term of that oral loan agreement that Mr Li would repay the principal within three months together with interest as discussed in their conversation referred to at [156] above. Ms Jiang did not adduce any evidence establishing the rate of interest referred to in the conversations by which the oral loan agreement was entered into, but she makes an alternative claim for interest under s 100 of the Civil Procedure Act on any damages awarded to her for breach of the oral loan agreement. Mr Li breached that oral loan agreement by failing to repay the sum of $159,700 to Ms Jiang by 18 March 2016. Mr Li is liable to Ms Jiang for damages for breach of contract in the sum of $159,700. The submissions made on behalf of Ms Jiang did not address her claim for interest under s 100 of the Civil Procedure Act. In circumstances where there is no evidence of any steps taken by Ms Jiang to recover the amount owing under the loan until 15 April 2021,^[283] I consider that the period in respect of which interest should be awarded under s 100 of the Civil Procedure Act should be limited to the period from the filing of the cross-claim in the 2020 proceeding on 28 April 2021 to the date of judgment.
283. And even then, no express demand for payment was made: see [236] above.

The stamp duty payment

Mr Li’s evidence that he lent Ms Jiang the sum of $44,350 to pay stamp duty because she told him that she did not have enough money for stamp duty^[284] is inconsistent with the objective contemporaneous documents that demonstrate that Ms Jiang could readily have paid stamp duty from the surplus proceeds of her refinance referred to above if she had not agreed at Mr Li’s request to lend him those surplus proceeds. Neither Ms Jiang nor Mr Li have given evidence identifying any urgency about the payment of stamp duty as at mid-December 2015. In those circumstances, it is inherently implausible that Mr Li lent $44,350 to Ms Jiang before immediately borrowing $159,700 from her. It is equally implausible that Ms Jiang borrowed $44,350 from Mr Li rather than simply paying the stamp duty out of her refinance proceeds and then lending Mr Li the balance of those surplus proceeds.
284. See [154] above.

Ms Jiang’s evidence that Mr Li had borrowed and failed to repay various amounts to her^[285] is broadly consistent with the pattern of dealings between them referred to above. Mr Li had secured a payment of $310,000 from Ms Jiang towards the purchase of the Property several months before settlement. His bank statement shows that he spent the whole of the $310,000 through a series of transactions in a little less than one month.^[286] Mr Li’s bank statement also shows that he spent approximately half of the loan of $159,700 made by Ms Jiang on 21 December 2015 within two months, leaving him with insufficient funds as at 26 February 2016 to proceed with the settlement of the sale of the Property to Ms Jiang.^[287]
285. See [155]-[157] above.
286. See [148] and [296] above.
287. See [163]-[165] above.
For those reasons, and for the reasons at [246]-[256] above, I reject the evidence of Mr Li and accept the evidence of Ms Jiang and find that Mr Li purchased the bank cheque for $44,350 on 15 December 2015 as a means of repaying moneys that he owed to Ms Jiang .

The $95,000 payment

There is no dispute that Ms Yin paid the sum of $95,000 into Mr Li’s NAB account #941 on 29 February 2016.^[288] Bank records and other contemporaneous documents show that those funds were applied to Mr Li’s payment of the “shortfall” of $160,000 between the $760,000 balance of the purchase price that was payable by Ms Jiang on settlement and the $920,350 required to discharge Mr Li’s NAB mortgage to enable settlement to proceed. Mr Li sent an email to Mr Parmar of NAB on the afternoon of 29 February 2016 authorising the deduction of the $160,000 shortfall from his NAB account. But for Ms Yin’s deposit of the $95,000 earlier that day, there would have been insufficient funds in his account to pay that shortfall.^[289] I reject Mr Li’s denial that he sent that email to Mr Parmar. Mr Li’s speculative suggestion that Mr Parmar accessed Mr Li’s email account by some unspecified steps and sent the email from Mr Li’s email account is implausible, particularly having regard to the grammatical and spelling errors in the email that do not appear in other email correspondence of Mr Parmar.
288. See [197] above.
289. See [165], [200] and [213] above.
Those objective facts point overwhelmingly to the $95,000 being additional funds that Mr Li required over and above the $760,000 balance of the purchase price in order to facilitate the settlement of his sale of the Property to Ms Jiang and pave the way for his proposed purchase of the Hunters Hill property which he understood could not otherwise proceed. For those reasons, I accept the evidence of Ms Yin and Ms Jiang to the effect that Ms Yin paid the $95,000 into Mr Li’s account after he asked for and Ms Yin agreed to provide a loan in that amount to facilitate his settlement of the sale to Ms Jiang. I accept the evidence of Ms Yin and Ms Jiang concerning their respective conversations with Mr Li during the period from 27-29 February 2016 in which he requested the loan and they confirmed that the loan had been made. I accept Ms Yin’s evidence that she asked Mr Li when he would repay the money and he promised to repay it as soon as he could after the settlement of the sale of the Property to Ms Jiang.^[290]
290. See [188]-[199] above.
I reject Mr Li’s evidence that the $95,000 payment was part of the purchase price.^[291] I have found that the purchase price was $1,070,000 and that Ms Jiang had already paid $310,000 of that price. In circumstances where Ms Jiang had made arrangements to pay $760,000 on settlement, there was no call for any further payment for her purchase of the Property either prior to or at settlement. Mr Li’s evidence that he had multiple bank accounts, that he was not in need of money at the time and that he was indifferent to the amount of the payment because it was “just a sign of a, good luck for the Chinese New Year”^[292] is internally inconsistent,^[293] uncorroborated by any documentary evidence or other reliable source and is contrary to the objective facts referred to above which show that he required the $95,000 in order to have the necessary funds to pay the shortfall of $160,000 and proceed with settlement. I reject those aspects of Mr Li’s evidence. To the extent that Mr Li gave evidence suggesting that he did not even pay attention to when or how NAB’s mortgage over the Property was discharged,^[294] that is highly implausible and inconsistent with other aspects of his evidence and with his email authorising Mr Parmar to pay the shortfall out of his NAB account.^[295] I reject that evidence of Mr Li. Mr Li’s evidence that it was “impossible” that he borrowed $95,000 from Ms Yin because he was making cash loans to Ms Jiang at the time^[296] emerged for the first time in cross-examination and is uncorroborated by any other evidence. I reject it for the reasons set out at [246]-[256] above.
291. See [211] above.
292. See [209] and [212] above.
293. Mr Li said that he was “not at all familiar with” the amounts in the many bank accounts he claims to have had and that he “effectively ignored my bank accounts”, and asserts that “I was not in need of money at the time”, contrary to his own evidence at [168] and [147] above.
294. See [209] above.
295. See [168], [177] and [216]-[218] above.
296. See [214] above.
For those reasons, Ms Yin has discharged her onus of proving that the $95,000 payments that she made into Mr Li’s NAB account #941 on 29 February 2016 were a loan to Mr Li pursuant to an oral agreement made on or about 27 February 2016 whereby Ms Yin agreed to lend Mr Li the sum of $95,000 by depositing it into Mr Li’s nominated bank account. For the same reasons, Mr Li has failed to prove the alleged representations on which his pleaded estoppel defence in the 2018 proceeding relies^[297] and his claim for a declaration that the $95,000 payment was in part payment of the purchase price for the Property also fails.^[298]
297. See [22] above.
298. See [45] above.
Ms Yin’s evidence to the effect that Mr Li agreed to repay the loan as soon as possible after settlement does not establish that there was any express term of the oral agreement specifying a precise period of time or date for repayment of the loan. I accept Ms Yin’s submission that the oral agreement included an implied term that Mr Li would repay the loan in full within a reasonable time.^[299] On the basis of Ms Yin’s evidence that she told Mr Li that she required the money to be repaid as she needed it for her own personal use, and that Mr Li indicated that he would be able to repay the loan once he had sold another property, I accept Ms Yin’s submission that a reasonable time had expired by 6 November 2018 being one day prior to the commencement of the 2018 proceeding and a little more than two months after Ms Yin’s demand for repayment on 31 August 2018. I do not consider that the evidence supports Ms Yin’s alternative contention that a reasonable period of time had expired by 29 April 2016.^[300]
299. Codelfa Construction Pty Ltd v State Rail Authority (1982) 149 CLR 337 at 347.
300. See [235] above.
Mr Li does not claim to have made any payment to Ms Yin, either in response to the 31 August 2018 demand or otherwise.
Mr Li’s pleaded defence that the loan agreement is void for uncertainty^[301] is taken to have been abandoned because counsel for Mr Li made no submissions in support of that defence.
301. See [25] above.
For all of those reasons, I find that Mr Li failed to repay the sum of $95,000 to Ms Yin on or before 6 November 2018 in breach of their oral agreement made on or about 28 February 2016. Mr Li is liable to Ms Yin for damages for breach of contract in the sum of $95,000 and Ms Yin is entitled to interest on those damages from and including 7 November 2018 pursuant to s 100 of the Civil Procedure Act. It is not necessary to consider Ms Yin’s alternative claim for money had and received.

Conclusion and orders

On the basis of my findings immediately above, the Court will enter judgment for the plaintiff against the defendant in the 2018 proceeding in the sum of $95,000 plus interest pursuant to s 100 of the Civil Procedure Act in respect of the period from 7 November 2018 to the date of judgment.
I have found that the agreed purchase price for the Property was $1,070,000, being the amount of the DK Property Professionals valuation. I have found that Ms Jiang has paid the whole of the purchase price of the Property to Mr Li. Mr Li’s claim in the 2020 proceeding for a declaration that he has an equitable charge over the Property to give effect to a vendor’s lien securing payment of unpaid purchase moneys fails.
Counsel for Mr Li accepted that, if the Court did not find that the oral agreement between Mr Li and Ms Jiang was for a sale of the Property for $1,500,000 (or at least something more than $1,070,000), then Mr Li could not succeed in his claims of unconscionability and estoppel. That is because those claims were founded on Mr Li’s allegation that the purchase price was $1,500,000, that Ms Jiang made representations to him to that effect and that she acted unconscionably in placing before him for signature the Transfer specifying a price of $1,070,000. The unconscionability and estoppel claims fail as a consequence of my findings of fact set out above and Mr Li is not entitled to any declaration of constructive trust or equitable compensation.
I have found that the $95,000 payment made by Ms Yin to Mr Li on 29 February 2016 was not part of the purchase price payable by Ms Jiang for the Property. Mr Li is not entitled to the declaration sought in the 2020 proceeding that the $95,000 payment was a part payment of the purchase price for the Property.
Mr Li’s remaining claims in the 2020 proceeding were not pressed.
The Court will therefore make orders dismissing all of the plaintiff’s claims in the 2020 proceeding.
On the basis of my findings and conclusions set out at [309] above, the Court will enter judgment on the cross-claim in favour of the cross-claimant against the cross-defendant in the sum of $159,700 plus interest pursuant to s 100 of the Civil Procedure Act in respect of the period from 28 April 2021 to the date of judgment.
Within 7 days of the date of these reasons, the parties are to bring in short minutes of order to the above effect, including the calculation of the amounts of interest referred to at [321]-[327] above.
I will hear the parties in relation to costs.

**********

Endnotes

Decision last updated: 07 November 2022

Medium Neutral Citation:	Yin v Li; Li v Jiang [2022] NSWSC 1512
Hearing dates:	10-14 October 2022
Date of orders:	07 November 2022
Decision date:	07 November 2022
Jurisdiction:	Equity - Real Property List
Before:	Williams J
Decision:	See paragraphs [321]-[327]
Catchwords:	REAL PROPERTY – dispute arising out of oral agreement for sale and purchase of property – dispute about terms of oral agreement, including price – where vendor disputes the price stated in the transfer that was registered and claims that the purchaser forged his signature on the transfer or, alternatively, procured his signature by unconscionable conduct – where expert evidence of forensic document examiner is inconclusive CONTRACTS – alleged oral loan agreements – no question of principle
Legislation Cited:	Civil Procedure Act 2005 (NSW), s 100 Evidence Act 1995 (NSW), ss 136, 140
Cases Cited:	Codelfa Construction Pty Ltd v State Rail Authority (1982) 149 CLR 337 County Securities Pty Ltd v Challenger Group Holdings Pty Ltd [2008] NSWCA 193 ET-China.com International Holdings Ltd v Cheung (2021) 388 ALR 128; [2021] NSWCA 24 Fox v Percy (2003) 214 CLR 118; [2003] HCA 22 Jeans v Cleary [2006] NSWSC 647 John Holland Pty Ltd v Kellogg Brown & Root Pty Ltd [2015] NSWSC 451 King Investment Solutions Pty Ltd v Hussain [2005] NSWSC 1076 King v Adams [2016] NSWSC 1798 Kuhl v Zurich Financial Services Australia Ltd [2011] HCA 11; (2011) 243 CLR 361 Lucas v Salman [2022] NSWSC 1301 Moubarak by his tutor Coorey v Holt (2019) 100 NSWLR 218; [2019] NSWCA 102 Musa v Alzreaiawi [2021] NSWCA 12 Queensland v Estate of the late Masson (2020) 381 ALR 560; [2020] HCA 28 Re Colorado Products Pty Ltd (in prov liq) (2014) 101 ACSR 233; [2014] NSWSC 789 Sergienko v AXL Financial Limited [2021] NSWSC 297 Sood v Christianos [2008] NSWSC 1087 Thorn (as executrix of the estate of the late Betty McAuley v Boyd [2016] NSWSC 1344 Warner v Hung, in the matter of Bellpac Pty Ltd (recs and mgrs aptd) (in liq) (No.2) (2011) 297 ALR 56; [2011] FCA 1123 Watson v Foxman (1995) 49 NSWLR 315
Category:	Principal judgment
Parties:	Kehui Yin (Plaintiff in proceedings 2018/343031) Tao Li (Defendant in proceedings 2018/343031; Plaintiff and Cross-Defendant in proceedings 2020/92010) Ruochen Jiang (Defendant and Cross-Claimant in proceedings 2020/92010)
Representation:	Counsel: D. Marks (Kehui Yin) A. Hopkins (Tao Li) M. Castle (Ruochen Jiang) Solicitors: A S Laumberg (Kehui Yin) Yingke Law Firm (Tao Li) Gells Lawyers (Ruochen Jiang)
File Number(s):	2018/343031 2020/92010
Publication restriction:	N/A