Farah Constructions Pty Ltd v Say-Dee Pty Ltd

Equity – Fiduciary duties - Joint venture to redevelop property between first appellant and respondent - Second appellant learnt that redevelopment would gain Council approval only if the property was amalgamated with adjoining properties - Adjoining properties purchased by the second appellant, his wife and children and another company controlled by the second appellant - Whether first appellant had an obligation to disclose to the respondent opportunities to purchase adjoining properties and information concerning the Council's attitude to redevelopment - Whether first appellant fulfilled any such obligation of disclosure.

Equity – Recipient Liability - Whether property acquired through misuse of information by a fiduciary should be treated as trust property - Whether second appellant's wife and children were liable under the first limb of Barnes v Addy - Whether wife and children had notice of any breach of duty by the second appellant -Whether second appellant's knowledge could be imputed to wife and children - Whether second appellant was the agent of wife and children and, if so, whether information acquired outside scope of agency - Duty of principal to investigate conduct by agent.

Equity – Assistance-based liability - Whether second appellant's wife and children were liable under the second limb of Barnes v Addy - Whether second appellant's wife and children were liable as knowing participants in a dishonest and fraudulent design - Knowledge requirement in the second limb of Barnes v Addy.

Equity – Tracing - Whether property was the traceable proceeds of second appellant's breach of fiduciary duty - Whether wife and children of second appellant were volunteers.

Equity – Remedies - Account of profits - Whether wife and children of second appellant were liable to account for profits made through their acquisition of the properties.

Unjust enrichment – Restitutionary liability - Whether wife and children held their properties on constructive trust for the joint venture by reason of liability to make restitution based on unjust enrichment - Whether the notice test in the first limb of Barnes v Addy should be abandoned - Application of concept of unjust enrichment to recipient liability for breach of trust or fiduciary duty - Whether unjust enrichment at the expense of the respondent.

Real Property – Indefeasibility - Second appellant's wife and children were registered proprietors - Whether their title was indefeasible pursuant to s 42 of the Real Property Act 1900 (NSW) - Whether registered title subject to an in personam claim - Whether registered title subject to a constructive trust - Whether title obtained by fraud within the meaning of s 42(1).

Courts – Evidence - Appellate intervention - Whether Court of Appeal erred in reversing findings of fact made at trial - Weight to be given to trial judge's assessment of witness credibility by an intermediate court of appeal.

Courts – Practice and procedure - Whether Court of Appeal erred in deciding the appeal on a ground not argued in that court - Whether Court of Appeal erred in deciding the appeal on a matter not pleaded by the respondent at trial.

Words and Phrases – "dishonest and fraudulent design", "fraud", "in personam", "knowing receipt", "knowledge", "stock-in-trade", "unjust enrichment".

Real Property Act 1900 (NSW) – s 42.