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[2025] NSWSC 1110
General information, not legal advice.
Supreme Court of NSW
2025-12-08
Peden J
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Source: NSW Caselaw (www.caselaw.nsw.gov.au). Converted to plain text by ZoeLaw. Not the official version.
Medium Neutral Citation: A.I. Film Production Limited v Wilson [2025] NSWSC 1110
Hearing dates: 20 November 2025; further submissions 27 November 2025
Date of orders: 08 December 2025
Decision date: 08 December 2025
Jurisdiction: Equity - Commercial List
Before: Peden J
Decision: Anti-suit injunction to be ordered in relation to part of Californian Cross-Complaint, with parties to confer on appropriate orders: see [65]
Catchwords: PRIVATE INTERNATIONAL LAW — orders with extraterritorial effect — anti-suit injunction in equitable and inherent jurisdiction — whether clearly inappropriate forum — whether stay or dismissal in California required — exclusive jurisdiction clauses — principles of comity — whether complete correspondence of foreign and local proceedings — whether legitimate juridical advantage
CORPORATIONS — injunction — whether contravention of the Act — statutory derivative action in foreign jurisdiction — proof of foreign law — where no leave sought
Legislation Cited: California Corporations Code
Competition and Consumer Act 2010 (Cth) sch 2
Corporations Act 2001 (Cth)
Cases Cited: Ace Insurance Ltd v Moose Enterprise Pty Ltd [2009] NSWSC 724
Allstate Life Insurance Co v Australia and New Zealand Banking Group Ltd (No 1) (1996) 64 FCR 1
Australian Health & Nutrition Association Ltd v Hive Marketing Group Pty Ltd (2019) 99 NSWLR 419
CSR Limited v Cigna Insurance Australia Limited (1997) 189 CLR 345
Fiona Trust & Holding Corporation v Privalov [2008] 1 Lloyd's Rep 254
Lepcanfin Pty Ltd v Lepfin Pty Ltd (2020) 102 NSWLR 627
National Australia Bank Ltd v Idoport Pty Ltd [2002] NSWSC 623
Neilson v Overseas Projects Corporation of Victoria Ltd (2001) 223 CLR 331
Pelechowski v Registrar, Court of Appeal (NSW) (1999) 198 CLR 435
Qantas Airways Ltd v Rohrlach [2021] NSWCA 48
Regie Nationale des Usines Renault SA & Anor v Zhang (2002) 210 CLR 491
Sunland Waterfront (BVI) Ltd v Prudentia Investments Pty Ltd [2013] VSCA 237
Tesseract International Pty Ltd v Pascale Construction Pty Ltd (2024) 98 ALJR 880
TS Production LLC v Drew Pictures Pty Ltd (2008) 172 FCR 433
Vaughn v LJ International, Inc (California Court of Appeal, No BC378903, 26 May 2009)
Voth v Manildra Flour Mills Pty Ltd (1990) 171 CLR
Category: Principal judgment
Parties: A.I. Film Production Limited (a company incorporated in the UK, CRN 08669219) (First Plaintiff)
Dunburn Debuntantes Commissioning Company Pty Ltd (Second Plaintiff)
Dunburn Debutants Pty Ltd (Third Plaintiff)
Rebel Wilson (First Defendant)
Camp Sugar Productions Pty Ltd (Second Defendant)
Representation: Counsel:
S Chrysanthou SC, A Lyons and M Brunker (Plaintiffs)
R Enbom KC, C O’Beirne (Defendants)
Solicitors:
Giles George (Plaintiffs)
Wotton Kearney (Defendants)
File Number(s): 2025/00282947
Publication restriction: Nil
Rebel Wilson and her company, Camp Sugar Productions Pty Ltd, agreed to jointly produce with A.I. Film Production Limited an Australian film, “The Deb”, in which Ms Wilson was also to co-star and direct.
The film has not yet been released. Ms Wilson and Camp Sugar are in litigation with her co-producers and their associated corporate entities in the Superior Court of California, County of Los Angeles, and in this Court.
This judgment concerns whether an anti-suit injunction ought be issued preventing Ms Wilson and Camp Sugar from taking any further step in their cross-complaint in California.
In July 2024, Ms Wilson’s co-producers, Mr Vince Holden, Mr Gregor Cameron, and Ms Amanda Ghost commenced defamation proceedings in California against her. They allege that Ms Wilson made false and derogatory statements on the internet, including that the co-producers engaged in inappropriate conduct towards the film’s lead actress, embezzled some of the film’s funds and were trying to block the release of the film. They claim to have suffered harm to their reputation, personal brand and goodwill in the community, as well as emotional suffering and distress, loss of potential income and lost opportunities associated with the negative publicity, and long-term loss of goodwill and marketability.
In October 2024, Ms Wilson and Camp Sugar (as well as derivatively on behalf of Dunburn Debutantes Commissioning Company Pty Ltd (DDCC)) filed a cross-complaint against Ms Ghost, Mr Cameron and Mr Holden, as well as other corporate entities including A.I. Film, Unigram Media Limited, DDCC, Dunburn Debutantes Pty Ltd (DD) and unnamed others (the Cross-Complaint).
With respect to the corporate entities involved:
The directors of A.I. Film include Mr Holden and Mr Cameron.
DDCC was incorporated by A.I. Film and Camp Sugar to operate their joint venture, holding the film rights and splitting the profits equally. The directors of the company are Ms Wilson and her mother, Ms Sue Bownds, as well as Mr Holden and Mr Cameron.
DD is a wholly owned subsidiary of DDCC and was formed as a special purpose vehicle as the production company of the film. The directors are Mr Cameron, Mr Holden and Ms Greer Simpkin.
In order to jointly produce the film, the parties entered into various agreements, as follows. Four agreements name NSW as the exclusive jurisdiction for disputes:
Co-Production Deal Memo, dated 27 February 2023, between A.I. Film and Camp Sugar agreeing to co-produce the film. This is governed by the laws of NSW and the parties submit to the non-exclusive jurisdiction of the courts of NSW.
Shareholders’ Deed, dated 27 October 2023, between A.I. Film and Camp Sugar for the purpose of producing the film and governing the relationship between the shareholders. This deed states that it is governed by the laws of NSW and that the parties submit to the non-exclusive jurisdiction of the courts of NSW.
Deed of Assignment, dated 27 October 2023, between Camp Sugar and DDCC whereby Camp Sugar assigned all rights to the results and proceedings of all development services undertaken and owned by Camp Sugar in relation to the film to DDCC. This deed also contains a submission to the non-exclusive jurisdiction of the courts of NSW.
Actor’s Agreement, dated 27 October 2023, between DD, Camp Sugar and Ms Wilson in relation to Ms Wilson’s performance in the film. Clause 44 states that the Agreement is subject to the laws of NSW.
Director’s Agreement, dated 1 November 2023, between DD and Camp Sugar, pursuant to which DD engaged Camp Sugar to provide Ms Wilson’s services as the director of the film. Clause 25.14 states that this Agreement and “any related dispute or claim (whether contractual or non-contractual) shall be governed by and construed in accordance with the laws of the New South Wales and the parties irrevocably submit to the exclusive jurisdiction of the courts of New South Wales”.
DA Inducement Letter, dated 1 November 2023, between DD and Ms Wilson for Ms Wilson to provide the director’s services in accordance with the Director’s Agreement.
Producer’s Agreement, dated 1 November 2023, between DD and Camp Sugar, pursuant to which DD engaged Camp Sugar to provide Ms Wilson’s services as the co-producer of the film. Clause 26 states that this Agreement is “is governed by and is to be construed in accordance with the laws of New South Wales and the parties submit to the exclusive jurisdiction of the courts of that state”.
PA Inducement Letter, dated 1 November 2023, between DD and Ms Wilson for Ms Wilson to provide the producer’s services in accordance with the Producer’s Agreement.
In the Cross-Complaint, Ms Wilson and Camp Sugar allege that Ms Ghost, Mr Cameron and Mr Holden’s involvement in the film was marked by “a troubling pattern of illicit egregious behaviours, including theft, bullying and sexual misconduct”.
To contextualise the application for the anti-suit injunction, it is necessary to set out the eleven claims in the Cross-Complaint. In this regard, the pleading identifies nine “causes of action”, but that is because the first and second roll together two different breach of contract claims of different contracts, that I consider more easily understood by separating them out. Below I set out the individual claims based on their substance rather than the numbering of “causes of action” in the pleading:
Ms Ghost, Unigram, and A.I. Film breached contractual obligations (first and second claims) and an implied covenant of good faith and fair dealing (third and fourth claims) under the:
(a) alleged oral agreement with Ms Ghost, because alleged promises to Ms Wilson of a “guaranteed shared writing credit” on the film, and a record label deal with Warner, inter alia, were not fulfilled. (b) Co-Production Deal Memo with A.I. Film, because of an alleged failure to pay the producer fee and reimburse development costs.
(a) the Deed of Assignment (between Camp Sugar and DDCC), (b) the Shareholder’s Agreement (between AI Film and Camp Sugar), (c) the Producer’s Agreement (between DD and Camp Sugar), (d) the Director’s Agreement (between DD and Camp Sugar), (e) the minutes of a meeting which took place on 18 October 2023 (between Ms Wilson, Mr Cameron, Mr Jowsey and Ms Simpkin), which was not in evidence, and (f) a writer’s agreement (between Ms Wilson, Camp Sugar, and DDCC), which was not in evidence.
Ms Ghost and Mr Cameron intentionally inflicted emotional distress on Ms Wilson (eleventh claim).
In September 2025, Ms Ghost filed a further Cross-Complaint against Ms Wilson and others, alleging that they created websites which defame her (Further Cross-Complaint).
Various interlocutory proceedings are on foot in the Californian Proceedings:
The defamation claim is stayed pending Ms Wilson’s appeal from a failed application for its dismissal.
Ms Wilson has filed an application to dismiss Ms Ghost’s Further Cross-Complaint.
Ms Ghost, Mr Cameron and Mr Holden have filed a motion to strike out large parts of the Cross-Complaint and a Demurrer seeking to strike out the causes of action against them (save for the sixth and eleventh).
Unigram has filed a motion to strike out the Cross-Complaint for want of jurisdiction, essentially because it is a corporation registered in the United Kingdom. Apparently, A.I. Film intends to file such a motion also.
At the time of this hearing, depositions of persons relevant to the Cross-Complaint were being scheduled, and may have commenced. Ms Wilson’s application to delay those depositions was denied, having been opposed by the co-producers.
A.I. Film, DDCC and DD claim that Ms Wilson and Camp Sugar, in publishing what are alleged in the Californian proceedings to be defamatory statements, contravened s 18 of the Australian Consumer Law (sch 2 to the Competition and Consumer Act 2010 (Cth)), breached various contracts, and committed injurious falsehood. They also claim that Ms Wilson breached her director’s duties owed to DDCC. It is said that the conduct caused a possible distributor for the film to withdraw its proposal, which has in turn caused loss and damage in the form of loss of distribution revenues and damage to reputation and goodwill.
In September 2025, Ms Wilson and Camp Sugar filed a cross-claim in these proceedings claiming:
debts owed by DD and DDCC to Camp Sugar under the Producer’s Agreement, the Co-Production Deal Memo, and the Shareholder’s Deed, and
that DDCC’s claims in these proceedings have been brought in contravention of the company constitution, with A.I. Film and DD being involved in that contravention. In relation to this aspect, Ms Wilson and Camp Sugar are seeking summary judgment. That application, and a possible motion on behalf of DDCC for leave to bring derivative proceedings, is listed early next year.
It is in this context that the corporate plaintiffs seek an anti-suit injunction restraining Ms Wilson and Camp Sugar from taking any further step in pursuit of their Cross-Complaint.
An anti-suit injunction operates in personam, but nevertheless interferes with the process of a foreign court and requires careful consideration of, amongst other things, the principle of comity: CSR Limited v Cigna Insurance Australia Limited (1997) 189 CLR 345 at 395-397 (Cigna). For this reason, the power to grant an anti-suit injunction, whether it is sought in the exercise of the inherent or equitable jurisdiction, or under statute, should be exercised with caution: Cigna at 396.
The plaintiffs rely on three sources of power to issue the injunction:
the Court’s equitable jurisdiction to restrain unconscionable conduct or the unconscientious exercise of legal rights or to enforce contractual obligations;
the Court’s inherent jurisdiction to protect the integrity of its own proceedings or processes; and/or
s 1324(1) of the Corporations Act 2001 (Cth).
The Court may issue an anti-suit injunction in the exercise of its equitable jurisdiction to restrain unconscionable conduct or the unconscientious exercise of legal rights, or to enforce contractual obligations. Such conduct may include proceedings commenced contrary to an exclusive jurisdiction clause, or proceedings which are “vexatious or oppressive”, in the sense of there being nothing to be gained by the foreign proceedings over and above what may be gained in local proceedings: Cigna at 392-394; Ace Insurance Ltd v Moose Enterprise Pty Ltd [2009] NSWSC 724 at [6] (Brereton J) (Ace Insurance).
Cigna clarified that it is necessary to consider three questions to determine whether an anti-suit injunction should be made:
whether this Court is a clearly inappropriate forum;
if not, whether the plaintiffs should be required to apply in California for a stay or dismissal of the California Cross-Complaint; and
if not, whether an anti-suit injunction should be granted.
The threshold question is whether this Court is a “clearly inappropriate forum” to hear and determine the Cross-Complaint, having regard to the “controversy as a whole”: Cigna at 400. In Voth v Manildra Flour Mills Pty Ltd (1990) 171 CLR 538 at 564, the High Court understood the term “clearly inappropriate forum” to refer to circumstances where the proceedings would be “vexatious” in the sense of “productive of serious and unjustified trouble and harassment” or “oppressive”, being “seriously and unfairly burdensome, prejudicial or damaging”: Cigna at 400. Whether this Court is “clearly inappropriate” does not turn on the comparative appropriateness of the foreign forum: Regie Nationale des Usines Renault SA & Anor v Zhang (2002) 210 CLR 491 at [24] (Gleeson CJ, Gaudron, McHugh, Gummow & Hayne JJ).
There are various factors relevant to a finding of whether this Court is “clearly inappropriate”. While none of the factors raised by the parties are conclusive, I consider on balance this Court is not “clearly inappropriate”.
First, three of the parties are Australian corporations (DD, DDCC, and Camp Sugar), and Ms Wilson has a strong connection with NSW, listing a Sydney address on the ASIC register. Further, most of the relevant conduct occurred in NSW with the filming. Although some of the writing and producing may have occurred elsewhere, I do not accept that detracts from the close connection with significant conduct in NSW.
I accept that not all the Cross-Complaint defendants are parties to the litigation here; Ms Ghost, Mr Holden, Mr Cameron and Unigram would need to be joined. However, the plaintiffs here are defendants to eight of the eleven claims in the Cross-Complaint (first to fourth, and seventh to tenth causes of action).
Secondly, all of the agreements for the creation of the film name NSW in exclusive jurisdiction, non-exclusive jurisdiction and/or governing law clauses. Many of those agreements are raised in the Cross-Complaint. However, I note, but do not consider as determinative, that only two of the “Duress Documents” contain exclusive jurisdiction clauses naming NSW. Because the other documents do not contain exclusive jurisdiction clauses, the parties cannot be taken to have agreed that a Californian court cannot hear disputes about those other agreements, and it was not suggested that a Californian court cannot apply NSW law to any contract.
Thirdly, the Cross-Complainants have submitted to this Court’s jurisdiction by filing a defence, and a cross-claim, in which they seek relief under two agreements, being two of the “Duress Documents”, if they are not set aside pursuant to the Cross-Complaint proceedings.
Fourthly, I note that the defendants argued that DDCC’s claim in these proceedings has allegedly been brought in breach of Clause 11 of DDCC’s Constitution and the Corporations Act. That allegation is the subject of a motion by the defendants for summary judgment. That motion has been stood over to the new year to be considered in the context of a potential application on behalf of DDCC for leave to proceed with a derivative action.
Therefore, while the Cross-Complaint is not duplicative of the present proceedings, with claims brought against individuals and under causes of action based in California, I am not satisfied that this Court would be “clearly inappropriate” to hear the core grievances alleged in California. The necessity to join additional parties does not demonstrate that this Court is unsuitable to resolve the controversy.
Having regard to all the above factors and connections with NSW, I am not persuaded that this Court is a “clearly inappropriate forum” to adjudicate the substance of the Cross-Complaint, because I do not consider the continuation of proceedings in NSW will result in such “serious and unjustified trouble or harassment” or an “unfair burden” on Ms Wilson and Camp Sugar such that it would be oppressive for her to litigate the dispute here.
There is no rule that a plaintiff must seek a stay or dismissal of the foreign proceedings before an anti-suit injunction can be granted: Ace Insurance at [10]. However, it may be appropriate to require that course unless it is “not considered expedient or desirable or if it is taken without success”: Cigna at 398.
The defendants argued that this is an “obvious case” for requiring such action, because the plaintiffs have both foreshadowed an application to dismiss the Cross-Complaint for want of jurisdiction, and that the costs of such an application are not substantial.
I do not agree. It is neither necessary nor desirable to insist that the plaintiffs seek relief in California before granting relief here, for the following reasons.
As discussed below, the plaintiffs are entitled to the benefit of an exclusive jurisdiction clause and should not be required to take further steps which would otherwise dilute that benefit. Even if not substantial, I accept that any application in California would force the plaintiffs to incur costs that are otherwise potentially irrecoverable. Furthermore, in circumstances where the Californian proceedings are already on foot and progressing, the efficient course would not be to require the plaintiffs to engage in further litigation where relief may otherwise be granted here.
Because the plaintiffs are not required to apply for a stay or dismissal, the Court must determine whether to grant an anti-suit injunction for the reasons advanced by them:
First, that the foreign proceedings are unconscionable in aid of legal rights due to breaches of contractual clauses which designate NSW as the applicable law and exclusive jurisdiction. The “equitable jurisdiction” to prevent “unconscionable conduct may be exercised in aid of legal rights” including where there is “a contract not to sue” or “a promise not to sue in a foreign jurisdiction constituted, for example, by an agreement to submit to the exclusive jurisdiction of the courts of the forum”: Cigna at 393.
Secondly, that the Cross-Complaint is vexatious or oppressive because it duplicates issues before this Court without conferring any additional advantage from agitating those issues in California.
The defendants argued that the plaintiffs seek to restrain the prosecution of the whole Cross-Complaint, which includes claims to which they are not parties and to claims that are not said to have been brought in breach of an exclusive jurisdiction clause.
The relevant exclusive jurisdiction clauses are in the following agreements:
The Director's Agreement provides that “[t]his Agreement and any related dispute or claim (whether contractual or non-contractual) shall be governed by and construed in accordance with the laws of the New South Wales [sic] and the parties irrevocably submit to the exclusive jurisdiction of the courts of New South Wales” (Clause 25.14, underline added).
The DA Inducement Letter provides that “this Inducement Letter and any related dispute or claim (whether contractual or non-contractual) shall be governed by and construed in accordance with the laws of New South Wales and I irrevocably submit to the exclusive jurisdiction of the courts of New South Wales” (Clause 14, underline added).
The Producer’s Agreement provides that “[t]his Agreement is governed by and is to be construed in accordance with the laws of New South Wales and the parties submit to the exclusive jurisdiction of the courts of that state” (Clause 26, underline added).
The PA Inducement Letter is governed by the Producer’s Agreement, stating that Ms Wilson “consent[s] and agree[s] to the execution and delivery … of the [Producer’s] Agreement” (Clause 1) and agrees to “perform and observe each and all of the terms thereof to be performed” (Clause 3). There is no separate jurisdiction or governing law clause.
Exclusive jurisdiction clauses are “not in truth to be understood as any different in substance to the principles applicable to the interpretation of commercial agreements more generally, save for the fact that ‘commercial common sense’ in the context of dispute resolution points strongly in favour of a broad interpretation being given to the scope of such clauses”: Qantas Airways Ltd v Rohrlach [2021] NSWCA 48 at [64] (Bell P, as the Chief Justice then was; Bathurst CJ and Brereton JA agreeing). Accordingly, it is necessary to ascribe the above clauses a “broad and liberal construction”: Lepcanfin Pty Ltd v Lepfin Pty Ltd (2020) 102 NSWLR 627 at [85] (Bell P, as the Chief Justice then was; Payne and McCallum JJA agreeing).
I accept the plaintiffs’ submission that the Director’s Agreement, the DA Inducement Letter, the Producer’s Agreement, and the PA Inducement Letter contain exclusive jurisdiction clauses broad enough to capture the claims in the Cross-Complaint brought against the plaintiffs relating to rescission: see discussion in eg Fiona Trust & Holding Corporation v Privalov [2008] 1 Lloyd's Rep 254 (claim for rescission fell within arbitration clause); see also Tesseract International Pty Ltd v Pascale Construction Pty Ltd (2024) 98 ALJR 880 at [216]-[217] (Edelman J).
The claim for rescission is also brought in relation to:
the Deed of Assignment and Shareholder Agreement, which contain non-exclusive jurisdiction clauses; and
two documents that were not in evidence before me, namely the Meeting Minutes of 18 October 2023 and the Writer’s Agreement.
Nevertheless, the conduct alleged to give rise to the claim for rescission is the same for all the agreements and documents. The effect of requiring the claim relating to those agreements with exclusive jurisdiction clauses being heard in NSW, is that it is appropriate that the same claim in relation to all the agreements and documents be heard together. It would be imprudent to allow certain claims for rescission to remain on foot in California notwithstanding that there is a “complete correspondence” in the factual matrix across all of the relevant agreements: Cigna at 393.
However, the Cross-Complaint contains other claims beyond those relating to particular agreements containing exclusive jurisdiction clauses, and beyond the parties to those agreements. As Bell P (as the Chief Justice then was) observed in Aus**tralian Health & Nutrition Association Ltd v Hive Marketing Group Pty Ltd (2019) 99 NSWLR 419 at [80], the “relatively straightforward nature of enforcement” of exclusive jurisdiction clauses “becomes more complex” where “not all parties to the litigation are parties to the relevant exclusive jurisdiction clause”.
The first complication is that the Cross-Complaint also names parties who are neither parties to the contracts, on which the plaintiffs in these proceedings sue, nor to these proceedings: Ms Ghost, Mr Cameron, and Mr Holden in their personal capacities, as well as Unigram. I do not consider that the corporate plaintiffs in this Court have standing to seek relief on behalf of those persons. An anti-suit injunction is a personal remedy which restrains a specific party from proceeding against another. The plaintiffs cannot obtain an injunction to shield third parties from litigation when those third parties are not themselves parties to this proceeding and when the exclusive jurisdiction clauses do not apply to them.
I do not consider there to be “complete correspondence between the foreign and local proceedings” as between the claims against the individual producers, and the claims against the corporate entities: Cigna at 393. In TS Production LLC v Drew Pictures Pty Ltd (2008) 172 FCR 433 at [57], Gordon J (with Stone J agreeing) observed that “[w]hen it is understood that the rights and relief in issue in the two proceedings are different” then “it is not arguable that it is either unjustified or unfair to maintain claims” in the foreign proceedings. There is no “duplication of proceedings” in respect of the Cross-Complaint where it is brought against the individual producers, and in those circumstances, I do not consider those proceedings as “vexatious or oppressive”.
Secondly, the Cross-Complaint also brings non-contractual claims (false imprisonment, breach of fiduciary duty, intentional misrepresentation, fraudulent inducement, intentional infliction of emotional distress) and contractual claims that do not possess exclusive jurisdiction clauses (breaches of the alleged oral agreement with Ms Ghost, and breaches of the Co-Production Deal Memo with A.I. Film). None of these claims in the Cross-Complaint, aside from the claim for intentional infliction of emotional distress, are argued by the plaintiffs as being connected to the Producer’s or Director’s Agreements (and hence, falling within the exclusive jurisdiction clause). And as explained above, the claim for intentional infliction of emotional distress is claimed only against individual producers, and the plaintiffs have no standing to prevent its prosecution.
However, the Co-Production Deal Memo forms the basis of a claim in the Cross-Complaint (claims two and four within “first and second causes of action”), whereby it is alleged A.I. Film breached the contract by failing to pay Camp Sugar alleged entitlements to a producer fee and reimbursement for development costs. In the cross-claim in these proceedings, Camp Sugar also claims a producer fee and development costs pursuant to the Co-Production Deal Memo and the Producer’s Agreement (if not set aside pursuant to the Cross-Complaint). I consider that aspect of the Cross-Complaint reliant upon the Co-Production Deal Memo, which includes a choice of law and non-exclusive jurisdiction clause, ought not be permitted to proceed in California. The claim concerning the oral agreement with Ms Ghost appears to be in a different category, and Ms Ghost is not otherwise a party to these proceedings.
There is valid concern that not injuncting part of the Cross-Complaint risks conflicting findings or inconsistent judgments between the Californian and NSW courts. That risk, however, is not solely attributable to the Cross-Complaint; it arises because the individual producers have brought proceedings against Ms Wilson in California, and the companies, with which the producers are connected, have brought proceedings against her and Camp Sugar in NSW, relying on the same factual substratum. That is important where, as explained below, the Cross-Complaint was commenced as a reactive measure to the lawsuit filed in California, before the corporate entities brought proceedings in this Court.
Equally, I do not consider the risk of overlapping factual findings to be as problematic as contended by the plaintiffs. There is no dispute that Ms Wilson disseminated certain statements on the internet and Instagram. Properly construed, the issues before the California and NSW courts mostly relate to how those statements ought be characterised: are they defamatory for the purposes of Californian law, or are they misleading or deceptive (or in breach of contract) under Australian and NSW law.
I acknowledge the plaintiffs’ submission that A.I. Film is also a cross-defendant to several of the causes of action in the Cross-Complaint primarily deployed against individuals. However, I would consider it more burdensome for all parties to expect Ms Wilson to litigate those claims in NSW in circumstances when the individual producers are not based in Australia, and properly understood, the claims are for conduct engaged in by those individual producers, rather than A.I. Film. I do not consider there to be a great risk of inconsistent findings, such that it is necessary to impose an anti-suit injunction on all claims against A.I. Film (other than the breach of the Co-Production Deal Memo, as explained above).
It is to be steadily borne in mind that an anti-suit injunction must give due regard to comity and the sovereignty of foreign States as far as possible and should be exercised with caution: Cigna at 396. In circumstances where there is inevitable factual overlap between the California and NSW proceedings, there is not full overlap between the parties, the California proceedings were brought prior to the claim before this Court, and the California proceedings are progressing relatively expeditiously, I consider it contrary to the principle of comity to impose an anti-suit injunction across the entirety of the California Cross-Complaint.
The second question is whether there is anything to be gained in California over and above what could be gained in the local proceedings.
In circumstances where the Cross-Complaint against the individuals commenced first and is proceeding, including with depositions scheduled or occurring, and those individuals are not parties to the NSW proceedings, I consider the defendants gain something in that part of the Californian proceedings.
The issue is ordinarily “whether the bringing of a second proceeding in respect of the same controversy is unnecessary”: Sunland Waterfront (BVI) Ltd v Prudentia Investments Pty Ltd [2013] VSCA 237 at [461] (Warren CJ, Osborn JA and Macaulay AJA) (emphasis added) (Sunland Waterfront). Here, I do not accept the plaintiffs have demonstrated that Ms Wilson and Camp Sugar are “seeking to maintain two proceedings that seek substantially the same relief in two jurisdictions”. Instead, I consider there was a gain to them by bringing the Cross-Complaint against the producers in proceedings against Ms Wilson in California. Her right to legal recourse against the individuals is not replicated in the proceedings in NSW and thus, in my view, exists as a “legitimate juridical advantage” inhering in the California proceedings: Allstate Life Insurance Co v Australia and New Zealand Banking Group Ltd (No 1) (1996) 64 FCR 1 at 22 (Lindgren J).
The plaintiffs accepted that issuing an injunction relating to the contractual rescission claims “would at least relieve them from defending proceedings in a foreign (no costs) jurisdiction … in breach of exclusive jurisdiction clauses. If the Court is against the Plaintiffs as to the broader relief sought in the Motion, the Plaintiffs seek that alternative relief”.
An anti-suit injunction may also be founded in the Court’s inherent jurisdiction to protect the integrity of its own proceedings once set in motion: Ace Insurance at [6]. This power is not confined to defined or closed categories but will be exercised when the administration of justice so demands, or, in the context of anti-suit injunctions, when necessary for the protection of the court’s own proceedings or processes: Cigna at 392. “Necessary” does not mean essential but is “subjected to the touchstone of reasonableness”: Pelechowski v Registrar, Court of Appeal (NSW) (1999) 198 CLR 435, 451-452 (Gaudron, Gummow, Callinan JJ).
Several additional reasons bear on why the same course ought to apply under the Court’s inherent jurisdiction as the equitable jurisdiction.
Foremost, I do not consider that the Cross-Complaint could be said to have been commenced in “bad faith” or “for the purpose of frustrating or obstructing the proceedings” in this Court in circumstances where those proceedings were brought before the plaintiffs’ claim in this Court: National Australia Bank Ltd v Idoport Pty Ltd [2002] NSWSC 623 at [17] (Barrett J).
Secondly, I do not accept the plaintiffs’ submission that depositions have purportedly lain dormant (which is itself an allegation I do not make findings on) means the Cross-Complaint was without a legitimate purpose or designed to frustrate the proceedings. In my view, it would be imprudent for me to assess issues of foreign case management, bearing in mind the principle of comity.
Thirdly, Ms Ghost and Messrs Cameron and Holden, and Unigram have filed applications in California for the dismissal of large parts of the Cross-Complaint. However, even if successful, the applications filed by the individuals will not bring an end to the Cross-Complaint against them, because they do not seek dismissal of the sixth and eleventh causes of action against them. The effect of the injunction would not stop any of the cross-defendants from taking steps to strike out the Cross-Complaint, yet it would prevent Ms Wilson and Camp Sugar from taking any step, such that they could not be heard.
Fourthly, many of the reasons identified as to why the Cross-Complaint is a purported abuse of process only concern claims against the companies in this proceeding and not the individuals.
I consider the reasoning concerning the Court’s equitable jurisdiction also applies here, including: the insufficient overlap in parties; the fact that the exclusive jurisdiction clauses do not cover all the claims brought; the restraint expected of this Court flowing from the principle of comity; and the fact that overlapping factual findings result largely from the tension between the defamation claims of individual producers and contract claims of the corporate entities.
Therefore, under the Court’s inherent jurisdiction, I would reach the same conclusion as for the Court’s equitable jurisdiction.
Section 1324(1) of the Corporations Act provides that where a person “has engaged, is engaging or is proposing to engage in conduct” that constitutes or would constitute a contravention of the Act, the Court may grant an injunction “restraining the person from engaging in the conduct”.
The plaintiffs argued that Ms Wilson, as a director of DDCC, has breached s 140 of the Corporations Act by purporting to bring the Cross-Complaint “derivatively” for DDCC, in circumstances where that was not authorised, and where Camp Sugar was sufficiently “involved” in that contravention. They argue that the defendants plead the very same thing against the plaintiffs in their Cross-Complaint.
The defendants argued that:
Ms Wilson does not, as director of DDCC, bring a derivative claim on behalf of DDCC in the Cross-Complaint; instead Camp Sugar as shareholder brings the claim on behalf of DDCC.
Section 800 of the Californian Corporations Code applies to shareholder derivative actions, and it does not require leave of the Court. They accept that if Camp Sugar sought to bring the derivative action in New South Wales, leave would first be required.
The plaintiffs’ response is that the Californian Court would apply Australian law as the place of incorporation of DDCC to determine questions of standing, such that this derivative claim is not properly available to the defendants in California, citing Vaughn v LJ International, Inc (California Court of Appeal, No BC378903, 26 May 2009).
The onus lies with the defendants to prove Californian law because the presumption lies in favour of Australian law (which is aligned with the view of the plaintiffs): Neilson v Overseas Projects Corporation of Victoria Ltd (2001) 223 CLR 331 at [202] (Kirby J), [249] (Callinan J). I am not satisfied that the defendants have sufficiently proven the applicability of s 800 where they have not provided detailed submissions on Californian law, or expert evidence as to how s 800 operates or is to be interpreted, or any response to Vaughn.
It is therefore appropriate to presume the law of California is the same as Australia, which requires compliance with s 237 of the Corporations Act and leave for a derivative action. Camp Sugar has not sought such leave, but it could do so in the NSW proceedings.
I consider it appropriate to issue an injunction preventing Camp Sugar prosecuting the allegation of breach of fiduciary duties on behalf of DDCC in the Cross-Complaint.
For those reasons, it is appropriate to issue an anti-suit injunction in relation to part of the Cross-Complaint concerning the causes of action involving breach of the Co-Production Deal Memo by A.I. Film (part of claims 1 and 2 as concern A.I. Film), rescission (claims 9 and 10) and the derivative claim brought for DDCC against its directors (claim 5).
I make the following orders:
Direct parties to confer on orders giving effect to these reasons and costs by 12 December 2025.
The plaintiffs are to provide a single communication to the Chambers of Peden J by 5pm on 12 December 2025 with agreed orders, or if there is no agreement, the plaintiffs’ proposed orders together with evidence and submissions of no more than 2 pages.
If necessary, the defendants are to provide proposed orders together with evidence and submissions of no more than 2 pages by 15 December 2025.
The issue of final orders, costs and the future progress of the proceedings, will be listed for directions on 16 December 2025.
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A.I. Film Production Limited
Wilson [2025] NSWSC 1110
(1996) 64 FCR 1
(2019) 99 NSWLR 419
(1997) 189 CLR 345
(2020) 102 NSWLR 627
(2001) 223 CLR 331
(1999) 198 CLR 435
(2002) 210 CLR 491
(2024) 98 ALJR 880
(2008) 172 FCR 433
(1990) 171 CLR 538