Wagdy Hanna & Associates Pty Ltd v Gavagna

[2016] ACTCA 64

ACT Court of Appeal

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Interrogate

Catchwords

1. Contract
2. › Formation of contract
3. › Whether contract entered into
4. › Objective approach to determining existence of contract
5. › Whether solicitor in personal capacity entered contract with company
6. › Whether reasonable person would interpret dealings as creating personal contractual liability
1. Appeal
2. › Standard of appellate review
3. › Appeal from finding of no contract
4. › Whether appeal grounds based on misreading of primary judge's decision
5. › Whether appeal grounds addressed the question actually decided

Quick Take

When the preliminary question is whether a contract exists at all, the inquiry is an objective one examining all the circumstances, and it is not an error to consider evidence that would be inadmissible in construing an existing written contract. Appeal grounds premised on errors in construing a contract are irrelevant where the primary judge found no contract existed. The distinction between the existence of a contract and its construction determines what evidence is admissible and what legal framework applies.