In the matter of JK Meats Pty Ltd [2018] NSWSC 525

In the matter of JK Meats Pty Ltd [2018] NSWSC 525

The Court found there was a seriously arguable case that Tom Wang had breached clause 9.1 of the shareholders agreement by becoming involved in JI Meats, a competitor in the same field as JK Meats, especially as the majority shareholders intended to resume JK Meats' business. This involvement interfered with the prospect of resumption and potentially appropriated company goodwill. The balance of convenience favoured granting an injunction to preserve the opportunity to resume business, and any contractual ADR clause did not preclude granting urgent interlocutory relief.

Jurisdiction
Australia
Judgment Date
01 March 2018
Procedural Posture
Corporations List (equity) / Interlocutory (interim Injunction Application)
Outcome
Interim injunction granted. Costs in the cause.
Legal Topics
['oppression Remedy' 'interim Injunctive Relief' 'shareholders Agreement' "director's Duties" 'non Competition Covenants']
['corporations Law' 'equity'] ['oppression Remedy' 'interim Injunctive Relief' 'shareholders Agreement' "director's Duties" 'non Competition Covenants']

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Procedural Posture

Corporations List (equity) / Interlocutory (interim Injunction Application)

Legal Issues

  1. 1 ['Whether interim injunctive relief should be granted to restrain the first defendant from involvement in a competing business contrary to the shareholders agreement and his duties as director.' 'Whether clause 9.1 of the shareholders agreement is enforceable in the present circumstances.']

Ratio Decidendi

The Court found there was a seriously arguable case that Tom Wang had breached clause 9.1 of the shareholders agreement by becoming involved in JI Meats, a competitor in the same field as JK Meats, especially as the majority shareholders intended to resume JK Meats' business. This involvement interfered with the prospect of resumption and potentially appropriated company goodwill. The balance of convenience favoured granting an injunction to preserve the opportunity to resume business, and any contractual ADR clause did not preclude granting urgent interlocutory relief.

Court Disposition

Interim injunction granted. Costs in the cause.

Orders

  • ['Upon the plaintiffs giving the usual undertaking as to damages, the first defendant is restrained until further order from being concerned or interested or employed or otherwise involved, directly or indirectly, in the management, operation or marketing of the processing or sale and delivery of beef, pork, lamb or...