Devine Real Estate Concord Pty Ltd v Agha [2018] NSWSC 556

Devine Real Estate Concord Pty Ltd v Agha [2018] NSWSC 556

The plaintiffs established a strong prima facie case against Mr Agha for breaches of contractual restraints in the shareholders' agreement and employment agreement, and for misuse of confidential information under statutory and equitable obligations. The alleged non-payment for Mr Agha's shares did not justify refusing interlocutory relief because it was not clear that there had yet been a breach, any breach appeared unlikely to be serious enough to defeat relief, the Concord company had its own separate rights, and statutory and equitable obligations were independent of the share sale obligations. Against Mr Coombe, the plaintiffs did not establish a sufficiently strong prima facie case...

Jurisdiction
Australia
Judgment Date
13 April 2018
Procedural Posture
Breach of Confidence and Restraint of Trade Case Seeking Interlocutory Injunctions / Interlocutory Injunction Application in the Equity Duty List
Outcome
Interlocutory relief granted in part, with the parties to be heard on the form of orders.
Legal Topics
['interlocutory Injunctions' 'breach of Confidence' 'restraint of Trade' 'specific Performance' 'ready, Willing and Able Rule' "directors' and Employees' Statutory Duties" 'confidential Information' 'non Solicitation and Non Competition Restraints' 'economic Duress']
['equity' 'corporations Law' 'contract Law' 'employment Law' 'real Property'] ['interlocutory Injunctions' 'breach of Confidence' 'restraint of Trade' 'specific Performance' 'ready, Willing and Able Rule' "directors' and Employees' Statutory Duties" 'confidential Information' 'non Solicitation and Non Competition Restraints' 'economic Duress']

Case Brief

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Procedural Posture

Breach of Confidence and Restraint of Trade Case Seeking Interlocutory Injunctions / Interlocutory Injunction Application in the Equity Duty List

Legal Issues

  1. 1 ['Whether the plaintiffs had a prima facie case against Mr Agha for contractual, statutory and equitable restraints concerning confidential information, solicitation and competition.' 'Whether alleged failure to pay Mr Agha for his shares disentitled the plaintiffs to interlocutory equitable relief or specific performance.' 'Whether alleged economic duress by the plaintiffs justified refusing interlocutory relief.' 'Whether the plaintiffs had a sufficiently strong prima facie case that Mr Coombe signed an employment contract containing contractual restraints.' 'Whether interlocutory injunctions should be granted against Mr Coombe on statutory and equitable breach of confidence grounds.' 'Whether the defendants should be required to explain steps taken to comply with undertakings and orders previously made.']

Ratio Decidendi

The plaintiffs established a strong prima facie case against Mr Agha for breaches of contractual restraints in the shareholders' agreement and employment agreement, and for misuse of confidential information under statutory and equitable obligations. The alleged non-payment for Mr Agha's shares did not justify refusing interlocutory relief because it was not clear that there had yet been a breach, any breach appeared unlikely to be serious enough to defeat relief, the Concord company had its own separate rights, and statutory and equitable obligations were independent of the share sale obligations. Against Mr Coombe, the plaintiffs did not establish a sufficiently strong prima facie case...

Court Disposition

Interlocutory relief granted in part, with the parties to be heard on the form of orders.

Orders

  • ["Interlocutory orders to be made reflecting the pre share settlement restraints in the Concord company shareholders' agreement against Mr Agha." 'Interlocutory relief to be granted, if sought, in terms of restrictions on Mr Agha under his employment agreement.' 'Interlocutory orders to be made, if asked for,...