St Jude Property Investments Pty Ltd v Folari Pty Ltd [2011] NSWSC 328

St Jude Property Investments Pty Ltd v Folari Pty Ltd [2011] NSWSC 328

There was a partly oral, partly implied joint venture agreement concluded between the parties in December 2001 under which St Jude was entitled to a 20 per cent share of net profits on the sale of the properties after deduction of development approval expenses; payment of $429,000 was not a loan but a payment on account subject to final adjustment; Folari is to pay St Jude 20 per cent of net profit (to be ascertained by account) and defendants' cross-claim fails.

Parties
First Plaintiff/cross Defendant: St Jude Property Investments Pty Ltd; Second Plaintiff: Michael Saklaoui; First Defendant/first Cross Claimant: Folari Pty Ltd; Second Defendant/second Cross Claimant: Kevin Zouki
Jurisdiction
Australia
Judgment Date
20 April 2011
Procedural Posture
Contractual Dispute—equity Claim With Cross Claim / Principal Judgment After Hearing; Orders and Declarations Made
Outcome
Plaintiff succeeds on main claim; cross-claim dismissed
Legal Topics
Contract Formation, Joint Venture, Profit Sharing, Evidence—witness Credibility
Contract Equity Contract Formation Joint Venture Profit Sharing Evidence—witness Credibility

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Parties

St Jude Property Investments Pty Ltd

First Plaintiff/cross Defendant

Michael Saklaoui

Second Plaintiff

Folari Pty Ltd

First Defendant/first Cross Claimant

Kevin Zouki

Second Defendant/second Cross Claimant

Procedural Posture

Contractual Dispute—equity Claim With Cross Claim / Principal Judgment After Hearing; Orders and Declarations Made

Legal Issues

  1. 1 Whether an agreement (joint venture) was made between the parties in 2001 concerning purchase, development approval and sharing of profits
  2. 2 What were the terms of the agreement, including profit shares and calculation of net profits
  3. 3 Whether payment made was a loan or in respect of profit share

Ratio Decidendi

There was a partly oral, partly implied joint venture agreement concluded between the parties in December 2001 under which St Jude was entitled to a 20 per cent share of net profits on the sale of the properties after deduction of development approval expenses; payment of $429,000 was not a loan but a payment on account subject to final adjustment; Folari is to pay St Jude 20 per cent of net profit (to be ascertained by account) and defendants' cross-claim fails.

Court Disposition

Plaintiff succeeds on main claim; cross-claim dismissed

Orders

  • Declaration that the first plaintiff is entitled to be paid by the first defendant an amount equal to 20 per cent of the net profits from the sale of the properties 58-64 John Street, Lidcombe less expenses relating to development approval up to approval date.
  • Account to be taken to ascertain the net amount payable to the first plaintiff.