The Plaintiff, who was experienced in the fashion industry, assisted the inexperienced Third Defendant to develop a successful luxury fashion retail business which the Court found now thrives in mainland China, Hong Kong and Macau. This case involved many controversies arising from that business relationship including whether contracts were executed, their legal effect and proper construction, whether they were terminated, abandoned or repudiated and many quantum issues.
The Court accepted the Plaintiff’s arguments that, despite much evidence and cross-examination, two written agreements were executed between the Third Defendant and the Plaintiff in that regard. It was accepted that the first was executed in 2004 and the Court accepted the Plaintiff’s arguments that a further document, which amounted to a variation, was also signed in 2005. Each agreement provided for the Plaintiff’s consultancy fees, development fees and a guarantee. The business relationship broke down from about 2010. After litigation in Hong Kong was unsuccessful the Plaintiff subsequently terminated the agreement in 2018 and asserted his rights under the 2005 Agreement by pursuing compensation for consultancy and development fees. The Defendant disputed the existence of such agreements and asserted defences including estoppel, waiver and that they did not intend to be bound by any signed document.
Whilst numerous defences were not ultimately pursued or successful the Court accepted the Defendants’ construction as to the provisions dealing with the Consultancy Fees and found that without performing consultancy services the Plaintiff was not entitled to payment for them. The Court also found that the parties conducted themselves in a manner suggesting that they had mutually abandoned the agreement. As a consequence the Plaintiff’s claim was unsuccessful.
The Court stated, in relation to quantum issues (where expert evidence was received concurrently), that ‘There was a large area of common ground, and although the complexity of issues meant that resolution of the residual conflict absorbed a lot of legal energy, it was, with respect, skilfully and efficiently litigated by Mr Trim [for the Plaintiff] and Mr Beacham QC [for the Defendants].’ Counsel was instructed by McCullough Robertson.
The judgment is published here.