Flynn v PPK Mining Equipment Pty Ltd (No 3)

[2024] NSWSC 663

Supreme Court of NSW

Built by Barristers,
For Australian Law.

1. Damages
2. › contract
3. › principles at [87]-[90]
4. › considering counterfactual
5. › loss of chance [102]
6. › 50:50 chance plaintiffs would have established $1M revenue at the time
7. › not satisfied plaintiffs would have held the shares if issued
8. › more likely to have sold in the short term.
1. Frustration
2. › defendants to issue number of shares “equal to $500,000 divided by VWAP Price” calculated on share trades “on the ASX over the 30 days on which trading in PPK Shares took place immediately preceding” the share issue date
3. › clause frustrated due to share trading halt
4. › partial frustration [105]-[106]
5. › frustration did not discharge accrued rights [109].
1. Specific Performance
2. › whether damages an adequate remedy in contract for share issue
3. › principles at [83]-[86]
4. › not just to confine to damages
5. › whether specific performance can be back-dated [114]-[115]
6. › retrospective award of specific performance is anomalous
7. › specific performance operates prospectively
8. › specific performance compels $500,000 of shares to be issued now.
1. Equitable Damages
2. › Lord Cairns’ Act
3. › where damages sought in substitution or addition to specific performance
4. › whether pleading required [117]
5. › principles at [117]-[126]
6. › where damages sought in aid of legal right, common law damages generally awarded.