Print National Nominees Pty Ltd v Veritage Group Holdings Pty Ltd [2007] NSWSC 119

Print National Nominees Pty Ltd v Veritage Group Holdings Pty Ltd [2007] NSWSC 119

The option, as executed, provided for a 12 month option period commencing three months and one day from the date of the deed, and the plaintiff exercised the option within that period. The recital referring to the 9 January 2004 letter did not justify construing the operative definition of the option period as a nine month period. Rectification failed because there was no evidence of a common mistake, no evidence that the plaintiff or its solicitor knew of and concealed a unilateral mistake by the defendant, and no authority or ratification for inserting a false backdated date. Accordingly the option was validly exercised and the contract should be specifically performed.

Jurisdiction
Australia
Judgment Date
27 February 2007
Procedural Posture
Equity Proceedings for Declarations and Specific Performance of an Option to Purchase, With Cross Claim for Rectification / Final Judgment After Hearing
Outcome
Plaintiff succeeded; declaration made that the option was validly exercised and order made for specific performance; defendant's cross-claim for rectification dismissed.
Legal Topics
['exercise of Option to Purchase' 'construction of Option Period' 'specific Performance' 'rectification' 'common Mistake' 'unilateral Mistake' 'backdating of Deed']
['contracts' 'equity' 'property Law'] ['exercise of Option to Purchase' 'construction of Option Period' 'specific Performance' 'rectification' 'common Mistake' 'unilateral Mistake' 'backdating of Deed']

Case Brief

Summary, issues, holding and outcome

More case intelligence is available

Unlock the full research layer for this judgment.

Full judgment text Downloadable case file Legal principles 1 Authorities cited 2 Party arguments 2 Amounts and remedies 1
Sign in to unlock

Procedural Posture

Equity Proceedings for Declarations and Specific Performance of an Option to Purchase, With Cross Claim for Rectification / Final Judgment After Hearing

Legal Issues

  1. 1 ['Whether Print National validly exercised the option to purchase the property within time.' 'Whether the option period should be construed as ending on 30 June 2006 despite the deed stating a 12 month period commencing three months and one day from the date of the deed.' 'Whether the option deed should be rectified on the basis of common mistake or unilateral mistake.' 'Whether specific performance of the contract arising on exercise of the option should be ordered.']

Ratio Decidendi

The option, as executed, provided for a 12 month option period commencing three months and one day from the date of the deed, and the plaintiff exercised the option within that period. The recital referring to the 9 January 2004 letter did not justify construing the operative definition of the option period as a nine month period. Rectification failed because there was no evidence of a common mistake, no evidence that the plaintiff or its solicitor knew of and concealed a unilateral mistake by the defendant, and no authority or ratification for inserting a false backdated date. Accordingly the option was validly exercised and the contract should be specifically performed.

Court Disposition

Plaintiff succeeded; declaration made that the option was validly exercised and order made for specific performance; defendant's cross-claim for rectification dismissed.

Orders

  • ['Declare that the option deed bearing date 1 July 2005 executed by the defendant is valid and enforceable by the plaintiff.' 'Declare that the plaintiff has validly exercised the option.' 'Order that the contract arising on exercise of the option be specifically performed.' 'Order that in the absence of agreement...