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IN THE HIGII COURT OF AUSTRALIA PERTH REGISTRY

BETWEEN:

5 HIGH COURT OF AUSTRALIA FILED

- 6 APR 2018

No P6 of2018

Commissioner of State Revenue Appeilant

and

Placer Dome Inc (now an amalgamated entity named Barrick Gold Corporation)

Respondent

10 THE REGISTRY PERTH APPELLANT'S SUBMISSIONS

Part 1: Publicatioll

1. The Appellant certifies that these submissions are in a form suitable for publication on

the internet.

Part Il: Issues

15 2. The critical issue is whether the Respondent had any goodwill of material value.

Part IIJ: Judicimy Act 1903

3. The Appellant certifies that it considers that notice is not required pursuant to s 78B of

the Judiciary Act 1903 (Cth).

Part IV: Reports of reasons

20 4. The judgment of the Court of Appeal of the Supreme Court of Western Australia

([20 17] W ASCA 165) is yet to be reported.

5. The decision of Judge Sharp at first instance ([2015] WASAT 141) is yet to be reported.

Filed on behalf of the Appellant

State Solicitor's Office (W A) David Malcolm Justice Centre 28 Barrack Street Perth WA 6000

Date of this document 6 April 2018

Contact: Ingrid Briggs Fi le ref: SS0709-18

Telephone: 08 9264 1888 Facsimile: 08 9322 7012

E-mail: i.briggs@sso.wa.gov.au

Part V: Relevant facts

15 8.

(a) The business of Placer

The principal facts are not disputed. Placer Dome Inc ("Placer") was a substantial

Canadian gold mining enterprise with land holdings (mining tenements) around the

world, including Western Australia. 1

In October 2005 Barrick Gold Corporation Inc

("Barrick") made an offer to acquire all of Placer's common shares. On 4 February

2006, after having varied its offer, Barrick was successful in its takeover of Placer for ry

a price that ascribed a value to the total property of Placer at $15.3 billion:

In its consolidated financial statements Barrick adopted the conventional accounting

practice of allocating to the tangible assets of Placer amounts nominated as the "fair

value" of the tangible assets of Placer and allocating the residual balance of the

purchase price ($6.5 billion) to "goodwill". 3

The Respondent contended, before the

Tribunal and the Court of Appeal, that this residual accounting amount of $6.5 billion

was attributable to the value of Placer's legal goodwi11. 4

Placer's only material revenue was that from the sale of gold and, to a much lesser

extent, copper, 5

both of which were sold as refined elemental metal. The evidence of

Placer's experts, which is not disputed, was that the prices of gold are set by transactions

on international metals exchanges, to which the identity of the parties - whether as

vendor or as purchaser -are iuelevant. 6

There is no premium (or discount) on the

[2015] WASAT 141 at [2] (Core Appeal Book ("CAB") 11), [12] (CAB 12-14)

[2015] WASAT 141 at [3] (CAB 11), [7] (CAB 11-12), [211] (CAB 65)

[2015] WASAT 141 at [83] (CAB 38), [86] (CAB 39)

[2015] WASAT 141 at [192] (CAB 62), [373] (CAB 95); [2017] WASCA 165at [17] (CAB 129)

Copper yielded less than 23% of production and less than 20% of reserves of Placer: Attachment GEB-1 to

wih1ess statement ofJ amie Sokalsky (within exhibit 35) at 16-17 (Appellant's Fmiher Materials ("AFM") 22- 23)

"In any commodity-based business it would be difficult to assert that value belonged to trademarks or trade names and similarly to customer relationships because no product differentiation exists in the marketplace.": Attachment EL-l to witness statement ofEdward Gerald Lee (within exhibit 17) at 53 (AFM 45); Tribunal transcript (Pate!, Lee) at 24 7 (AFM 52)

10 10.

traded price according to the reputation or capability of the miner, smelter or vendor;

gold miners - such as Placer and Barrick- are price takers, not price makers. 7

(b) The decisions below

The Tribunal concluded, consistently with the Queensland Court of Appeal decision in

EIE Ocean BVv Commissioner of Stamp Duties [1998] 1 Qd R 36, that the value of the

Respondent's land could be determined as a residual by adopting the 'top down'

method. 8

That is, the value of the land was determined as the residual of the value of

all the Respondent's property less the value of all non-land assets. The Tribunal also

concluded that the Respondent's assets did not include any material goodwill. 9

The Court of Appeal allowed the Respondent's appeal on the basis that by adopting the

approach it did the Tribunal failed to distinguish between the value of Placer's land and

the value of its business as a going concem. 10

The Court held the land should be valued

using conventional Spencer principles, which precluded the top down approach because

all of Placer's non-land assets, including goodwill, could not be valued with accuracy. 11

The Court also concluded that there was ample evidence to support Placer having a

substantial amount of goodwill. 12

Supply and demand is not a material factor in the price to producers, as "gold producers will simply aim to produce as much gold as possible and to sell that gold at the prevailing price because even large gold producers are not price setters in the gold market.": Independent Expert Report by Sumner Hall Associates Pty Ltd into takeover offer of Leviathan Resources (within exhibit 40) at 20 (AFM 55)

[2015] WASAT 141 at [256]-[262] (CAB 73-74,) [265] (CAB 74-75)

[2015] WASAT 141 at [377], [379] (CAB 96)

[2017] WASCA 165 at [68] (CAB 146-147), [72) (CAB 148), [98] (CAB 155)

[2017] WASCA 165 at [91] (CAB 153)

[2017] WASCA 165 at [95] (CAB 155), see also [5] (CAB 126), [48]-[49] (CAB 140-141), [97) (CAB 155) for explanation as to evidence said to support material goodwill

Part VI: Appellant's argument

(a) Appellant's submissions in summary

11. The critical issue in the appeal is whether, immediately before its acquisition by

Barrick, Placer owned property comprising goodwill with a value exceeding

US$6.5 billion. 13

If it did not, then whatever the value of the land owned by Placer, that

value was more than 60% of the value of its total property, and Placer was a "land-

holder" (s 76ATI(2)).

12. The Appellant submits that the Tribunal correctly concluded that Placer owned no

property being goodwill to which there could on the evidence be ascribed any value. 14

The only attractive force that brought in custom was the gold produced from Placer's

mining tenements, that is, its land.

13. The proposition that Placer had property comprising goodwill worth $6.5 billion - a

value greater than the value of the mines 15

from which its only product was extracted

and from which its only revenue emerged- is unsustainable.

(b) Statutory context

14. In summary, the land rich provisions in Part IIIBA of the Stamp Act 1921 (WA) apply

to impose duty on the acquisition of a majority interest in a corporation (a relevant

15.

acquisition) 16

that owns land in Western Australia, provided that certain thresholds as

to the value of its underlying landholdings are met.

The relevant statutory provisions are set out by the Court of Appeal. 17

Materially for

the purposes of this application, s 7 6A TI(2)(b) provides that a corporation is a

"land-holder" if, at the relevant date, "the value of all land to which [it] is entitled ... is

Placer's experts valued its goodwill at US$6.506 billion (Patel: [20 15] W ASAT 141 at [312] (CAB 83)) and US$6.651 (Lee: [20 15] W ASA T 141 at [319] (CAB 84)) as a residual according to the accounting standards.

[2015] WASAT 141 at [376]-[379] (CAB 95-96)

Placer's experts valued its land at US$5.694 billion (Patel: [2015] WASAT 141 at [314] (CAB 84)) and US$5.945 billion (Lee: [2015] WASAT 141 at [318] (CAB 84))

See ss 76A, 76AJ, 76AQ, 76ATC, 76ATJ

[20 17] WASCA 165 at [25]-[26] (CAB 131-134)

60% or more of the value of all property to which it is entitled," other than ce11ain

excluded property. 18

Value is to be ascertained in accordance with s 33.

16. There is no dispute that the relevant value of all Placer's property for the purposes of

s 76ATI(2)(b) was $12.8 billion and that to be a landholder the value of its land had to

equal or exceed $7.68 billion. 19

17. Placer did not have any legal goodwill that had material value and the Court of Appeal

erred in concluding otherwise. If that proposition is accepted it follows, a priori, that

the value of all land of Placer exceeded the statutory threshold and the Respondent has

failed to discharge its onus of proving otherwise.

18.

19.

Goodwill as property is "the right or privilege to make use of all that constitutes the

'attractive force which brings in custom '." 20

The attraction of custom is central to the

conception of goodwill as property, which the law will protect whether or not the

property has value, and is repeatedly stated in the judgment. 21

However, the existence of goodwill as propertl 2

does not inexorably lead to a

conclusion that it has material value. 23

This is unsurprising because, as this Court made

clear in Murry, legal goodwill has three different aspects: property, sources and value. 24

Further "care must be taken to distinguish the sources of the goodwill from the goodwill

itself'. 25

In failing to appreciate this distinction the Court of Appeal fell into error.

There was no dispute that the value of Placer's 'excluded property' at that date was $2.5 billion: [20 15] WASAT 141at [212] (CAB 65).

[2017] WASCA 165 at [16] (CAB 129)

FCTv Murry (1998) 193 CLR 605 ("Murry") at 615 [23] (emphasis added), 623 [45]. The origin of the expression "the attractive force that brings in custom" to describe goodwill is the decision of Lord MacNaughton in Inland Revenue Commissioners v Muller & Co Margarine [190 l] AC 217 at 224 ("Muller")

Murry at 613 [16], 614 [20], 615 [23], 623 [45], 630 [68]

Murry at 615 [23]; 617 [30]

Murry at 614 [20-21], 625 [51]

Murry at 614 [22]

Muny at 617 [30]

20. A business such as Placer's, which sells goods that are indistinguishable from the goods

of others in the same market, where sales are not driven by customer relationships and

where the price for its products are outside its control, enjoys no special advantages

over its competitors which would enable it to achieve either above average industry

custom or earnings"[ a]nd in the end, the value, as opposed to the existence, of goodwill

for legal and commercial purposes is governed by the extent to which the earnings of a

21.

business exceed the norm". 26

It was never contended (nor was there any evidence) that

Placer had above average industry custom or earnings.

Further, Murry made it clear that goodwill of a business may be of small value (or as

here, no value) "where the goodwill of a business largely derives from using an

identifiable asset or assets" . 27

In Placer's case the only source of any goodwill derived

from its use or exploitation of its land (mining tenements), for the reasons described

below.

(d) The source of any goodwill was referable only to land

15 22. There is considerable authority for the proposition that where land is a source of the

goodwill of a business carried out upon the land, the goodwill does not have an

independent value but rather adds value to the land when it is sold with the business

(as was the present case). In Muller, in a passage cited with approval in Murry,

Lord Lindley said? 8

That in some cases and to some extent goodwill can and must be considered as

having a distinct locality, is obvious, and was not in fact disputed. The goodwill

of a public-house or of a retail shop is an instance. The goodwill of a business

usually adds value to the land or house in which it is carried on if sold with

the business. (emphasis added)

Murry at 627-628 (61]

Murry at 625 [51] 28

Muller at 235

23. The foregoing proposition was accepted by this Comi in Minister for Home and

Territories v Lazarul 9

and The Commonwealth v Reeve, 30

both of which concerned the

valuation of land compulsorily acquired by the Commonwealth. It was held that in

determining the value of the land, regard must be had to "all the potentialities" of the

24.

25.

26.

land, including the business which may be conducted on it. 31

It was further held that where the goodwill of the business is attributable wholly or

partly to the land upon which it is carried on, it enhances the value of the land for which

the landowner is to be compensated, not as goodwill but as part of the value of the

land. 32

In Murry, it was said that Lazarus and Reeve "establish that, although the value of the

site goodwill of a business may be a persuasive guide to the value of land on which a

business is conducted, it is the potential use of the land and not the goodwill deriving

from the use of the land that is valued.". 33

This proposition holds a fortiori where the

highest and best use of the land is a business of mining that directly exploits the

properties of the land itself. Fmther, and importantly, any sale of a mining tenement

necessarily carries with it the legal right to conduct the business of mining and the

uncontested evidence was that the only potential purchasers were large mining

companies, 34

which could competently operate the gold mines. 35

The only attractive force of such a business, selling as it does an undifferentiated

product the price of which is outside the control of the producer and for whom customer

relationships are immaterial, is the gold produced from the land not any particular

qualities of the producer. Consequently, and consistently with the foregoing

(1919) 26 CLR 159 ("Lazarus")

(1949) 78 CLR 410 ("Reeve")

Lazarus at 164 per Barton J, cf Isaacs & Rich JJ at 167; Reeve at 419-420 per Latham CJ, at 425, 428 per Dixon J. So much was consistent with the hypothesis in Spencer v Commonwealth (1907) 5 CLR418 (itself a compensation case), as the price that a "hypothetical prudent purchaser would entertain, if he desired to purchase it for the most advantageous purpose for which it was adapted": Isaacs J at 440-441. More recently this has been described as determining value according to the "highest and best use" of the land: Eo/and v Yates Property Corporation Pty Ltd ( 1999) 74 ALJR 209 at [271] per Callinan J

Lazarus at 166-167 per Isaacs & Rich JJ, cited with approval by Dixon J in Reeve at 427-428

Murry at 623 [43]

Tribunal transcript (Sokalsky) at 439 (AFM 59)

Tribunal transcript (Fisher) at 81.6 and 82.2 (AFM 63-64); Tribunal transcript (Lonergan) 556.10 (AFM 67)

27.

28.

observations in Muller, Lazarus and Reeve, as the right to conduct a mining business

effectively passes with the sale of the mining tenements so does the source of any

goodwill- the value of the land is thereby enhanced.

There was no dispute that all the cash flow and revenue of Placer can1e from the sale of

gold (and to a lesser extent copper), and came from the extraction of the metal from the

land over which Placer had mining rights. The then President of Placer accurately put

the position in October 2005 when he recommended against Barrick's initial offer:

"Quality land is what this business is all about, and we have lots of it." 36

Placer is a

paradigm example of the goodwill of a business being derived from the use of

identifiable assets - in this case its land.

The observation in Murry relied upon by the Court of Appeal 37

-that "in a profitable

business, the value of goodwill for legal and accounting purposes will often, perhaps

usually, be identical"- is not a statement of law or principle, but an obiter observation

about what "will often, perhaps usually" be the case. Moreover, it is prefaced by the

warning that it will not be the case where "particular assets, as shown in the books of

the business, [are] under valued," as is the case in the present matter.

29. It is self-evident that the inherent difficulty of valuing gold mining companies using a

discounted cash flow ("DCF") is that it depends upon the valuer's opinion regarding

unknown future events, namely, the future price of gold. 38

Like all matters involving

the unknowable future this prediction can only be an educated guess, which Placer's

gold price expert accepted can be "quite dramatically wrong" and "pretty unreliable". 39

Indeed the inherent unreliability of using a DCF to value gold mines is recognised by

the practice of valuers, including the experts relied upon by Placer, to routinely increase

their valuations by a 'net asset value' ("NAV") multiple (or 'gold premium'). 40

Attachment GEB-9 to witness statement ofJamie Sokalsky (within exhibit 35) at 3 (AFM 71)

[20 17] W ASCA 165 at [88]-[90] (CAB 152-153); at [245] per Murphy JA (CAB 198)

Tribunal transcript (Hall) at 318.1 (AFM 75)

Tribunal transcript (Christian) at 279-280 (AFM 79-80), 289-292 (AFM 83-84). Mr Christian gave his evidence concunently with the other experts when he accepted these propositions, none demuned

As Placer's valuation expert Mr Pate! explained, a DCF valuation does not bring into account the possibilities of: finding more gold (something Placer's witness Mr Fisher was confident would happen: Tribunal transcript (Fisher) at 78 (AFM 89)), an increase in the gold price, or reducing operations if a drop in the gold price made production uneconomic: [2015] WASAT 141 at [348]-[350] (CAB 91-92); Tribunal transcript (Patel) at 244.8-247(AFM 49-52)

30. It follows that Placer cannot rely on the obiter dicta in Murry to support a contention

that, adopting the accounting calculation, it had goodwill of $6.5 billion.

31. The value of all the property of Placer is not in contest: it is revealed by the arm's length

price paid to acquire the capital of the company. Nor is the value of the separately

identifiable non-land assets of Placer. The remaining assets of Placer, to which the

balance of the total value (the residual ammmt) is attributable, comprise its land and

any goodwill. For the reasons outlined above, Placer had no goodwill of any material

value unrelated to the use of its land, consequently the residual amount must represent

the value of its land.

(e) The errors in the reasons ofthe Court of Appeal

32. There are two principal errors in the reasoning of the Court of Appeal.

33. First, the Court was wrong to conclude there was ample evidence to support a

conclusion that the Respondent had a substantial amount of goodwill (and consequently

that the top down method was inapplicable). 41

15 34. The 'evidence' relied upon by the Court of Appeal to conclude Placer had material

goodwill, while not expressly stated, appears to be founded on the following: (1) it had

over 100 years' experience in operating goldmines and employed 13,000 people

35.

worldwide; (2) it was profitable; 42

and (3) on merging with Barrick synergies would

produce cost savings of between $200 million and $250 million per year (the capitalised

value ofthose savings was estimated to lie between $1.6 billion and $2 billion). 43

None of the foregoing bases withstand scrutiny. The costs of recreating the worldwide

workforce at each operating mine was valued by Placer's expert Mr Patel at US$35

million, 44

an immaterial amount in the context of a US$15 billion transaction and a

putative goodwill of $6.5 billion. Further, while it may be accepted that Placer had

[2017] WASCA 165 at [95] (CAB 155), see also [5] (CAB 126), [48]-[49] (CAB 140-141), [96]-[97] (CAB 155) for explanation as to evidence said to support material goodwill. The Court's rejection of the top down method appears at [57] (CAB 142-143), [91]-[92] (CAB 153-154)

[2017] WASCA 165 at [5] (CAB 126)

[2017] WASCA 165 at [13] (CAB 128), [48] (CAB 140), [97] (CAB 155)

Tribunal transcript (Pate!) at 230.2-230.3,231.6; Attachment JP-I to witness statement of Jay Pate! (within exhibit 14) at 88, 93-94, 96, 100, 103, 106, 109, 112-113, 115, 118, 122, 129, 133 (AFM 93-107) and corresponding references for other mines

36.

37.

38.

20 39.

technically adept employees there was nothing unique about Placer's workforce; any

major mining company could have operated its gold mines and exploited its

tenements, 45

indeed BmTick considered it could better manage Placer's assets. 46

That a business is profitable does not inexorably lead to a conclusion that the business

has goodwill, nor if it has goodwill that the goodwill has material value. Gold miners

such as Placer that produce an undifferentiated product cannot command a premium on

the traded price of their product according to the reputation or capability of the miner,

matters to which consumers are indifferent. Gold miners are price takers, not price

makers. Consequently, in a business of mining and selling gold there is no 'attractive

force which brings in custom' other than the gold produced from the mining tenements.

The 'synergies' relied upon were not a source of Placer's goodwill but cost savings to

Barrick, which could only be realised by Barrick and only after the takeover - on no

conception did they contribute to 'the attractive force that brings in custom'.

The criticism of the Court of Appeal of Mr Lonergan' s use of forward prices in his DCF

was misplaced and unnecessary for the resolution of the appeal. 47

It was Placer that

bore the onus of establishing it was not a landholder and that the assessment was

inc01Tect. 48

The Appellant bore no onus. Once it is accepted that Placer did not have

goodwill of material value it follows it failed to discharge that onus and the Court erred

in rejecting the Tribunal's use of the top down approach. 49

Second, and no doubt because of its conclusion as to the existence of material goodwill,

the Court erred in concluding it was necessary to distinguish "between the value of

Tribunal transcript (Fisher) at 81.6 and 82.2 (AFM 63-64), (Lonergan) at 556-7 (AFM 67-68)

Tribunal transcript (Sokalsky) at 486.1 (AFM 115). It was not suggested to Barrick's Board (Tribunal transcript (Sokalsky) at 488.6 (AFM 119); Attachment GEB-1 to witness statement of Jamie Sokalsky (within exhibit 35) (AFM 7-42)) nor to investors (Attachment GEB-3 to witness statement of Jamie Sokalsky (within exhibit 35) (AFM 123-135)) that the acquisition of Placer would bring with it any particular value attributable to the specialist management or operational personnel. In point of fact the executive management of Placer was held in lower regard than Barrick's by institutional investors (Witness statement of Jamie Sokalsky (within exhibit 35) at 4-5 [5] (AFM 139-140)) and many of Placer's senior management team left shortly after the merger: Tribunal transcript (Sokalsky) at 465.5-466.5 (AFM 143-144)

As it does before this Court, and did at first instance and on appeal, the Appellant relies on the absence of valuable goodwill as supporting the use of the 'top down method' to determine the value of Placer's land. The Appellant only relied on Mr Lonergan's DCF as a 'check valuation' (CAB 9 line8)

[2017] WASCA 165 at [208] (CAB 188)

[2017] WASCA 165 at [91]-[92] (CAB 153-154)

[Placer's] interest in land and the value of [Placer's] business as a going concem" 50

and

that the 'restoration methodology' was the appropriate method to achieve that

distinction. 51

This reasoning should be rejected for two reasons: (1) it confuses the

concept of a business with the value of the assets used in the business and (2), it is

contrary to the statutory purpose ofs 76ATI and the decision ofthe Full Federal Court

in FCTv Resource Capital Fund 111 LP, 52

which was clearly correct.

40. A business is not in itself an asset or 'property', but a course of conduct in which assets

are deployed to generate income. 53

It was not disputed that the ann's length purchase

price, which can only have been the total value of Placer's business as a going concern,

was the value of the company's total property. Once non-land assets are deducted from

the total property value, for the reasons outlined above the residual amount is the value

of the land, not the business.

41. The statutory purpose of s 76ATI is to determine whether 60% or more of the

underlying value of a relevant compan/ 4

resided in its land. So much is apparent from

both the text of the provision and its statutory context. Division 3B of Part IIIBA

operates to impose duty on "relevant acquisitions" of shares in a corporation that owns

land the value of which exceeds 60% of the value of all its property. In that context,

the land is to be valued in the context of its ownership as part of the company's total

assets used in can·ying on its business. Nothing in the text requires the land to be valued

as if it were the only property to which the company was entitled; rather, the comparison

(between "land to which the corporation is entitled" and "all property to which it is

entitled") requires that the land be considered as part of"all property" of the corporation

used as a going concern.

[2017] WASCA 165 at [65] (CAB 146), [72] (CAB 148)

[2017] WASCA 165 at [66] (CAB 146), [222(d), (f)(ii)-(iii)] (CAB 193)

(2014) 225 FCR 290 ("Resource Capital Fund !If')

Murry at 626 [54]: "A business is not a thing or things. It is a course of conduct carried on for the purpose of profit and involves notions of continuity and repetition of actions." See also Spriggs v FC ofT (2009) 239 CLR 1 at 19 [59]

Sees 76ATI(l)(a)

42. In Resource Capital Fund III, which concerned a materially similar statutory context, 5 5

the Full Court of the Federal Court held that to give effect to the statutory purpose of

determining whether the underlying value of the company was principally in its real

property, the real property is to be valued "on the hypothesis of a simultaneous sale to

the one purchaser with the capacity to use those assets in combination in a gold mining

operation as their highest and best use". 56

43. If the hypothetical purchaser has the capacity to use all the assets of Placer in a gold

mining operation (i.e. to carry on the business of gold mining), the premise underlying

the restoration method falls away, as there are no costs, delays and risks that a

hypothetical purchaser would avoid by acquiring the operating mine instead of only the

tenements which carry the right to mine. 57

44. Accordingly, the Court of Appeal erred in concluding, in effect, that the hypothetical

transaction involves only a sale of the land alone, after which the purchaser would be

required to bring the mines on the land into operation (i.e. recreate the business). 58

15 45. Finally, the decision is contrary with the long line of authorities that have rejected the

argument that for the purpose of ascertaining a fiscal liability in respect of the assets of

a person the assets should be disaggregated and each valued separately. 59

Part VII- Orders sought

46. The Appellant seeks the following orders:

(a) Appeal allowed.

(b) Set aside the orders of the Court of Appeal made 11 September 2017 in

proceeding CACV 4 of 2016, and in place thereof order that the appeal to that

Court be dismissed.

Division 855 of the Income Tax Assessment Act 1997 (Cth)

Resource Capital Fund III at 303 [51]-[54]

[20 17] W ASCA 165 at [ 66] (CAB I 46)

[20 17] W ASCA 165 at [ 68]-[71] (CAB 146-148)

AG (Ceylon) v Mackie [1952] 2 All ER 775 at 777-778 per Lord Reid; IRC v Gray [1994] STC 360 at 373 per Hoffman LJ; Duke of Buccleuch v !RC [ 1967] 1 AC 506 at 546 per Lord Wilberforce

Part VIII - Estimate of hours

47. The estimate of hours required for the presentation of the appellant's oral argument

(including reply) is 3 hours.

Dated:

N C Hutley Tel 02 8257 2599 Fax 02 9221 8389 nhutley@stjames.net.au

B L Jones Tel 02 9230 3277 Fax 02 9232 843 5

jones@wentworthchambers.com.au

Counsel for the Appellant

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