Dib & Anor v Taylor & Ors [2008] NSWSC 493

Dib & Anor v Taylor & Ors [2008] NSWSC 493

The plaintiffs did not enter into a binding compromise. Objectively, the letter of 7 May 2008 was not an offer capable of immediate binding acceptance but an invitation to consider and discuss a possible settlement. Further, the plaintiffs' oral and written communications on 12 May 2008 conveyed only agreement in principle and a desire to settle based on the liquidator's proposal, with draft terms to be considered, and did not manifest an intention to be immediately bound. The negotiations were continuing and no concluded contract arose.

Jurisdiction
Australia
Judgment Date
21 May 2008
Procedural Posture
Separate Question in Equity Proceedings Concerning Alleged Compromise of Litigation / Plaintiffs' Notice of Motion for Approval of Alleged Compromise Under S 477(2 A) of the Corporations Act 2001; Separate Questions Determined in Advance of Other Questions
Outcome
Separate question 1 answered No; separate question 2 does not arise.
Legal Topics
['compromise of Litigation' 'offer and Acceptance' 'intention to Create Binding Contract' 'agreement in Principle' 'separate Questions' 'liquidator Compromise Requiring Court Approval']
['contract' 'civil Procedure' 'corporations'] ['compromise of Litigation' 'offer and Acceptance' 'intention to Create Binding Contract' 'agreement in Principle' 'separate Questions' 'liquidator Compromise Requiring Court Approval']

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Procedural Posture

Separate Question in Equity Proceedings Concerning Alleged Compromise of Litigation / Plaintiffs' Notice of Motion for Approval of Alleged Compromise Under S 477(2 A) of the Corporations Act 2001; Separate Questions Determined in Advance of Other Questions

Legal Issues

  1. 1 ['Whether the plaintiffs entered into a binding compromise of all claims in the proceedings by or against the plaintiffs against or by the second defendant in terms of the letter dated 7 May 2008 from Ferrier Green Krejci Silvia to the plaintiffs.' 'If there was a binding compromise, whether the Court would enforce that compromise.' 'Whether the letter dated 7 May 2008 was an offer capable of acceptance or only an invitation to treat.' "Whether the plaintiffs' communications on 12 May 2008 constituted an unequivocal acceptance creating a binding contract."]

Ratio Decidendi

The plaintiffs did not enter into a binding compromise. Objectively, the letter of 7 May 2008 was not an offer capable of immediate binding acceptance but an invitation to consider and discuss a possible settlement. Further, the plaintiffs' oral and written communications on 12 May 2008 conveyed only agreement in principle and a desire to settle based on the liquidator's proposal, with draft terms to be considered, and did not manifest an intention to be immediately bound. The negotiations were continuing and no concluded contract arose.

Court Disposition

Separate question 1 answered No; separate question 2 does not arise.

Orders

  • ['Question 1: No.' 'Question 2: Does not arise.' "The parties may address on the consequences for the plaintiffs' notice of motion filed in Court on 19 May 2008."]