Sudojo Consulting Pty Ltd v Africa Pacific Capital Pty Ltd [2008] NSWSC 353

Sudojo Consulting Pty Ltd v Africa Pacific Capital Pty Ltd [2008] NSWSC 353

By 17 January 2006 the parties had reached a binding agreement reflecting the provisions set out in the 22 February 2006 letter (misdated 1 December 2006), namely a retainer of $160,000 per annum to Sudojo and an entitlement to 20% of APC's net profits (to include interests in identified shareholdings). This agreement was later confirmed by the parties' conduct and communications and encompassed additional terms concerning expenses and indemnity. The agreement was breached by APC's failure to transfer shares and/or pay sums due upon Sudojo's termination.

Jurisdiction
Australia
Judgment Date
24 April 2008
Procedural Posture
Commercial/contract Dispute / Final Judgment After Trial
Outcome
Plaintiff's case made out. Short minutes of order to be brought in.
Legal Topics
['contract Formation' 'consultancy Agreements' 'remuneration' 'profit Share' 'specific Performance']
['contract Law' 'commercial Law'] ['contract Formation' 'consultancy Agreements' 'remuneration' 'profit Share' 'specific Performance']

Case Brief

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Procedural Posture

Commercial/contract Dispute / Final Judgment After Trial

Legal Issues

  1. 1 ["What were the terms of the plaintiff's engagement by the defendant?" 'Was there a binding contract as alleged by the plaintiff?' 'Was the plaintiff entitled to profit share remuneration, as claimed?' 'Did the defendant breach the agreement?']

Ratio Decidendi

By 17 January 2006 the parties had reached a binding agreement reflecting the provisions set out in the 22 February 2006 letter (misdated 1 December 2006), namely a retainer of $160,000 per annum to Sudojo and an entitlement to 20% of APC's net profits (to include interests in identified shareholdings). This agreement was later confirmed by the parties' conduct and communications and encompassed additional terms concerning expenses and indemnity. The agreement was breached by APC's failure to transfer shares and/or pay sums due upon Sudojo's termination.

Court Disposition

Plaintiff's case made out. Short minutes of order to be brought in.

Orders

  • []