Stocks & Holdings (Constructors) Pty Ltd v Arrowsmith [1964] HCA 74

Stocks & Holdings (Constructors) Pty Ltd v Arrowsmith [1964] HCA 74

By majority, the alleged contract did not fix a definite purchase price and did not provide an agreed method by which the price could be ascertained without further concurrence. The number of allotments, and therefore the price, depended on a subdivision plan requiring the respondent vendor's approval, which he was not bound to give merely because a plan might maximize allotments, and then on Council approval. Accordingly, no binding contract of sale had arisen and the demurrer was properly overruled.

Jurisdiction
Australia
Procedural Posture
Appeal in Action for Damages for Breach of Alleged Contract for Sale of Land / Appeal From Full Court of the Supreme Court Overruling a Demurrer
Outcome
Appeal dismissed with costs.
Legal Topics
['contract for Sale of Land' 'certainty of Price' 'subdivision Approval' 'demurrer']
['contract Law' 'real Property'] ['contract for Sale of Land' 'certainty of Price' 'subdivision Approval' 'demurrer']

Case Brief

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Procedural Posture

Appeal in Action for Damages for Breach of Alleged Contract for Sale of Land / Appeal From Full Court of the Supreme Court Overruling a Demurrer

Legal Issues

  1. 1 ['Whether the written conditions and terms of sale constituted a binding contract for the sale of land.' 'Whether the purchase price was fixed or ascertainable by an agreed method without further concurrence of the parties.' 'Whether the vendor was bound to approve a plan of subdivision satisfying objective criteria or had a discretion to withhold approval.']

Ratio Decidendi

By majority, the alleged contract did not fix a definite purchase price and did not provide an agreed method by which the price could be ascertained without further concurrence. The number of allotments, and therefore the price, depended on a subdivision plan requiring the respondent vendor's approval, which he was not bound to give merely because a plan might maximize allotments, and then on Council approval. Accordingly, no binding contract of sale had arisen and the demurrer was properly overruled.

Court Disposition

Appeal dismissed with costs.

Orders

  • ['Appeal dismissed with costs.']