The Particulars
167 Paragraph 4(a) pleads a representation that M Inc. "would be ready to proceed to an initial public offering (IPO) on a recognised US stock exchange during 2005", made by Katke and Morey on behalf of M Inc. and M Aust. Plainly enough, the respondents are entitled to particulars (or at least the best particulars the applicants can give) of when, how and to whom the representation was expressly made.
168 The first particular of it is Katke's email to Gee of 28 September 2004 (see the text at [35]). That email does not contain a representation in the terms pleaded at para 4(a). It recites an excited expectation (see the emphatic use of the exclamation mark) about a listing in March or April 2005 markets permitting, that may be entirely consistent with a contended representation by Katke as pleaded but the email is not, on its face, the source of the representation.
169 Subject to what follows later, I would not strike out the email unless it were the only particular relied upon of the representation. The email, in the context of further particulars, may assist the respondents in giving them fair notice of at least what is contended against them by reference to the email. It may ultimately be simply evidence probative of a fact in issue in the broader controversy going to an aspect of what is said to have been represented rather than representation itself.
170 The second particular is Katke's email of 15 October 2004 to Michael and Leon Brosnan and Alan Gee (see the text at [37] and the matters at [38] and [39]). Again, the email talks about the factors conducive to a successful IPO (the proposed structure for the acquisition of the HWL shares; valuation goals of the transferors). It attaches a "deal structure" worked out by Katke and Morey that contemplates a valuation at end June 2005 based on a multiple of earnings and all of the other matters described at [38]. It contemplates a range of consequences if the IPO goes ahead before or after particular events. It also contemplates the possibility that an IPO might not occur at all. The email and attachment may or may not be consistent with a representation as pleaded once the email is seen in the context of evidence of events that occurred before and after 15 October 2004. By itself however, it does not contain, in terms, the pleaded representation and the qualification that an IPO may not occur at all, might suggest a qualification upon an expectation (perhaps commonly held) rather than an affirmative representation that M Inc. "would be ready to proceed" to a US listing during 2005.
171 The email is likely to be probative of facts in issue in the broader controversy once framed but, by itself, it is not a particular of the pleaded representation. However, as a matter of discretion, identification of the document and the factors informing a listing then under consideration, ultimately simply gives the respondents fair notice of what is contended against them at least as to some of the factors attaching to the contended proposed listing.
172 The third particular is Katke's email to MB, LB, Gee and Alan B Grant on 3 November 2004 (see [40]). The email does not contain a representation in the terms pleaded and should be struck out, as a particular.
173 The sixth particular given of the representation is p 45 of the presentation described at [43]. Page 45 of the presentation does not contain the pleaded representation and should be struck out, as a particular.
174 The seventh particular is Morey's email to Gee of 1 December 2004.
175 Again, the email addresses the tax advantages that were able to be preserved in structuring the acquisition of the HWL shares for the purposes of the proposed IPO. The email does not contain the pleaded representation. As a matter of discretion, I would not strike out the reference to the email as it simply gives notice to the respondents of a discussion at one point of topics related to the contended representation.
176 Particular 12 is Morey's email of 17 March 2005 to MB, LB, Gee and ABG. The email does not contain the pleaded representation and should be struck out, as a particular.
177 The observation earlier mentioned of what follows, is this.
178 It is true that one useful and efficient way of giving particulars of a material fact or contention is the identification of a letter or email that immediately tells the opponent of the method, date and parties to a particular exchange and the pleaded content of the fact by reference to the words or text of the exchange. Identifying other contextual letters and emails might aid the central purpose of giving fair notice of the field of inquiry to the other side and narrowing the field of inquiry. The emails at para 4(a)(i), (ii), (iii), (vi), (vii) and (xii) in some respects address the topic of the pleaded representation but do not give particulars of it such as, precisely when, the representation was made and how it was made. The documents may be consistent with a representation having been made and may well speak to such a representation but they are not the particulars of it. Some of the documents may assume the making of such a representation.
179 Other particulars have been given of the representation: Katke's oral representation at the 17 November 2004 meeting in San Clemente, and the Morey particulars at (iv), (viii), (ix), (x), (xi) and (xiii). Since the Katke particulars at para 4(a)(i), (ii) and (iii) do not, on their face, reflect the making of the pleaded representation, the applicants ought to give further particulars of the making of the representation by Katke whether orally or in writing and when made. Particulars of who made the representations at para 4(a)(v) and (vi) need to be provided.
180 The representation at para 4(b) is that, for the purposes of an IPO, M Inc. could legitimately hold itself out as a specialty pharmaceutical company.
181 The respondents challenge the particular given at para 4(b)(ii), consisting of the email of 28 September 2004, on the footing that it does not contain the pleaded representation. Again, it is true to say that the email does not contain the pleaded representation. However, it extols the "blockbuster" quality of Kaprex based on the "scientific" and the "positive" results of "placebo controlled research" (which presumably means controlled blind trials). There are other particulars of this representation: orally by Katke at a meeting in May 2004; a telephone conversation with Katke on 1 October 2004; orally by Katke (and Morey) at the 17 November 2004 meeting; orally by Katke in a telephone conversation on 18 January 2005; and the written Needham presentation delivered on 17 November 2004. The 28 September 2004 email is not a "particular" of the making of the "pleaded representation" but I can see little point in striking out a schedulised reference in the paragraph to the email amongst the other particulars. The respondents say (as they do about the references at para 4(a)(i), (ii) and (iii)) that the reference by the applicants to emails that do not actually contain the clear representation, in terms, also casts doubt on the contended content of the oral communications said to contain, in terms, the pleaded representation.
182 There is some force in that contention.
183 However, proper particulars have been given of the making of the representation orally and the respondents know, from the pleading as particularised, the case they have to meet. I do not propose to strike out a single reference to one email amongst six particulars of the representation, the limitations about which, appear on the face of the email.
184 The first particular of para 5 (Katke and Morey making the six Pfizer representations between late 2004 and early 2005 on behalf of M Inc. and M Aust) is Katke's email of 28 September 2004. The email (and all of the particulars) are pleaded in a way that suggests each particular is a particular of all of the six representations. The pleading does not isolate each representation and give particulars of it. The email of 28 September 2004 does not contain the sequence of quite specific pleaded representations set out at para 5.
185 The particular at para 5(iv) is Katke's email of 24 December 2004 (see [64]). The email makes reference to the Pfizer discussions but no more than that. The email is not a particular of the six representations having been made in a document of 24 December 2004.
186 I am satisfied that the references to the email of 28 September 2004 and the email of 24 December 2004 ought to be struck out as particulars of the six representations because they simply do not represent a "particular" of the making of the six representations, as pleaded. Although it seems odd to strike out particulars of a paragraph of the pleading, it is appropriate to do so under the general powers of the Federal Court Rules 2011: Div 1.3, rule 1.32.
187 Paragraph 27 of the amended pleading pleads the making of an express representation by Katke, Bland and Morey that M Inc. "had a very strong patent position around its discoveries" and an implied representation by them that "such patents significantly enhanced the value of shares in [M Inc.]".
188 Particular (v) of the representations identifies a Proxy Statement given to the applicants of August 2009 prepared for M Inc.'s shareholders in connection with the Alticor purchase. The respondents say that since the 2009 Settlement Deed was entered into in July 2009, representations in a document of August 2009 could not have informed the reliance decision-making of the applicants. Apart from the timing question, the pages of the document relied upon (pp 8, 9 and 50-55; pp 957-964 of "JAM-12") do not contain the express representation, and it is difficult to identify parts of those pages that have the effect of the express or implied representation.
189 The applicants ought to provide particulars of the passages of the document said to contain the representations, in terms or in effect, and when the document in draft or otherwise was provided to the applicants.
190 At para 33, the applicants plead that at the time of making the patent representations, Kirin Breweries had prior dated patents in Europe, Australia and Japan and pending patents in America covering most of the key aspects of M Inc.'s discoveries. The applicants must have had a basis for pleading that fact. Particulars of it ought to be given by the applicants. It may be that further particulars can be provided after disclosure but, in the interim, particulars of the material fact as pleaded ought to be given.
191 Paragraph 17(b) focuses upon Katke's knowledge of the truth or falsity of the 2005 representations when made which can only be addressing those of the 2005 representations directed to matters of present or past fact (especially because para 17(c) seems to address reasonable grounds for making other representations (as to future matters)). Only para 4(b) addresses a matter of present or past fact. Paragraph 17(b) does not plead that Katke knew the representation at para 4(b) to be false when made by him orally as particularised. Paragraph 17(b) does not assert that the representation was, in fact, false when made although para 10(c) pleads that M Inc. "could not ever legitimately hold itself out as a specialty pharmaceutical company". Accepting that para 10(c) pleads that representation 4(b) could never have been true and that Katke made the representation as particularised, para 17(b) nevertheless fails to plead that Katke knew it to be false when made.
192 Katke is entitled to particulars of the basis on which it is said (at para 10(c), in effect,) that the representation at para 4(b) could never have been true and was not true when made by Katke.
193 The basis upon which Katke is said to have known the truth or falsity of the 2005 representations is the four factors set out at para 17(b)(i) to (iv). The particulars of para 17(b) go beyond simply asserting that Katke was a director of the companies. Katke was the maker of the representation. He is said to have been an actor in the events. He enjoyed a certain and particular history with M Inc.
194 As to para 17(c) the applicants plead that Katke knew that M Inc. and M Aust "had no reasonable basis for making the 2005 representations". The applicants, by para 11, rely upon s 51A in casting an onus upon M Inc. and M Aust to "adduce evidence" of reasonable grounds for making the representations as to the future matters comprised in the 2005 representations. So far as it is said that Katke knew that each company did not have reasonable grounds for making each of the 2005 representations, Katke is entitled to particulars of the facts and circumstances of that knowledge on his individual part. Section 51A does not operate to require Katke, in answer to a s 75B(c) plea, to put on evidence that he had reasonable grounds for making the representations as to the future matters even though M Inc. and M Aust would be likely to do so in order to avoid the consequences otherwise arising under s 51A(2).
195 The particulars of Katke's knowledge of no reasonable grounds available to M Inc. and M Aust for making the future representations are pleaded as the matters recited at para 10 of the pleadings; the matters at para 17(b); and, as at September 2004 and continuing thereafter, the accounts of M Inc. were not to a standard that enabled an auditor to certify the accounts for the purpose of an initial public offering.
196 Those particulars of knowledge are that Katke is said to have made representations 4(a) and (b), at least orally (that is, as a primary actor on behalf of the companies); Katke was aware of the 2005 representations 4(c), (d) and (e) because of his engagement over time with each company as director, chairman of M Inc., founder of M Inc., and someone with an intimate knowledge of all aspects of M Inc.'s business; and, by reason of that engagement, Katke knew that the state of the financial accounts as at September 2004 (and thereafter) would not enable certification by auditors for a public offering of shares.
197 The question then, is, having regard to that pleaded state of engagement and Katke's intimate knowledge of M Inc.'s business affairs as founder, director and chairman, what particular factors in that matrix are relied upon as demonstrating that Katke knew each company had no reasonable basis for making each of the representations as to the future matters. Paragraph 17(c)(i) asserts reliance on the para 10 factors. The 2005 representations were made between May 2004 and 27 April 2005. As to para 4(a), the period is September 2004 to April 2005; as to para 4(b), the period is May 2004 to 18 January 2005; as to para 4(c), (d) and (e), the relevant date is 11 September 2004; and as to para 4(e), the period is May 2004 to 27 April 2005.
198 The para 10 factors informing, (as cross-pleaded at para 17(c)(i)), Katke's state of knowledge are that M Inc. was not ready to undertake an IPO on a recognised US stock exchange in 2005 (10(a)); M Inc. remained unable to do so up to July 2009 (10(b)); M Inc. could never legitimately hold itself out as a specialty pharmaceutical company (10(c)); and M Inc. never had products, in fact, or under development, that provided a foundation for M Inc. holding itself out as a specialty pharmaceutical company for the purposes of an IPO.
199 The factors at 10(a) to 10(d) contemplate a state of affairs within M Inc. that is pleaded as subsisting at the time of the making of the 2005 representations and as the enduring position of M Inc.'s capacity to undertake an IPO or legitimately describe itself as a specialty pharmaceutical company for the purposes of an IPO or otherwise. Although aspects of those matters are forward-looking, beyond the date of the making of the pleaded representations, the forward-looking incapacity of M Inc. to be able to undertake an IPO or to ever be able to properly describe itself as a specialty pharmaceutical company, are proper matters going to whether reasonable grounds existed for the making of the representations at the particular time when they were made.
200 The factors at 10(e) and 10(f) are in a different category.
201 The notion that, as things turned out, M Inc. did not achieve the future revenue figures at paras 4(c) and (d) or that M Inc. did not enter into any licensing transaction with Pfizer (or anyone else) in relation to Kaprex does not form a basis for concluding that at the date of making the representations, Katke had no reasonable grounds for making them.
202 The end result is that the particulars at paras 17(c)(i) to (iii) but for the matters at para 10(e) and (f) as cross-referenced particulars of para 17(c) are proper particulars of the material fact pleaded at para 17(c).
203 By para 17(e) the applicants plead that Katke knew at the time when he made the Pfizer representations that in late 2004 and early 2005 discussions with Pfizer for the grant by M Inc. to Pfizer of a licence of Kaprex "had been put on hold". The pleaded (particularised) basis for that knowledge is that Katke was conducting the discussions with Pfizer personally. The Pfizer representations are pleaded as having been made by Katke on 7 and 11 May 2004; 1 October 2004; 17 November 2004; and 18 January 2005. The negotiations with Pfizer are said to have been put on hold in the period "late 2004 and early 2005". The contention is clear enough. The applicants say that they will not be able to give greater particulars until after disclosure. The particulars are sufficient for present purposes.
204 By para 36 the applicants plead that Katke was knowingly concerned in the contraventions of s 52 by M Inc. and M Aust concerning the 2009 representations, the Alticor representations and the patent representations. That is said to arise because Katke made the representations and knew whether or not each of the representations were true or false.
205 As to the 2009 representations (para 23), Katke gave the applicants the "North American Business Plan" (the "Plan') containing 21 representations on 10 February 2009. Each of the representations concern projections of one kind or another: gross sales from M Inc.'s North American activities for the calendar year 2009; growth rate in revenue by gross amount and percentage for the calendar years 2009 to 2013 inclusive; EBITA earnings for each of those years; number of new "Medical Doctor" customers attracted by the North American Division of M Inc. for the same years and resultant gross increases in sales revenue; growth in patients (and resultant revenue growth) arising out of deploying "StopChronicDisease.com" for the years 2010 to 2013 inclusive.
206 As to the Alticor representations (para 26), Katke between July 2008 and July 2009 orally represented that Alticor was selling $US3-4billion of its product to China (26(a)). Paragraphs 26(b) and (c) contain two represented postulates: first, if M Inc.'s shareholders agreed to Alticor's proposal, M Inc. would be able to export its products to China and second, doing so would substantially increase M Inc.'s profitability beyond that projected in the Plan.
207 As to the patent representations (para 27) as already mentioned Katke, Bland and Morey represented between 7 May 2004 and July 2009 that M Inc.'s "patent position" around its "discoveries" was "very strong" and impliedly represented that this position significantly enhanced the value of M Inc.'s shares. Five particulars are given, three of which are concerned with a number of telephone conversations between Katke and some of the applicants, and meetings with Katke and some applicants and further meetings between Katke, Bland and Morey and some of the applicants.
208 As to all of the 2009 representations and paras 26(b) and (c) of the Alticor representations, the applicants rely upon s 51A in casting an onus on M Inc. and M Aust to adduce evidence of reasonable grounds for the making of the representations. The patent representations and para 26(a) as to Alticor's existing sales to China are representations as to present facts. To the extent that it is said that Katke knew that neither company had reasonable grounds for making the 2009 representations and the paras 26(b) and (c) representations, Katke is entitled to particulars of the facts and circumstances of that knowledge on his own part.
209 Katke's knowledge of the truth or falsity of the patent representations and the Alticor para 26(a) representation, when made, is said by the 18 September 2012 amended pleading to be based upon Katke's role as maker and thus direct actor in making the representations, and his position as a director of each company, chairman of M Inc., founder of M Inc. (and its business) and a person with intimate knowledge of all aspects of M Inc.'s business.
210 Again, these particulars go well beyond a mere allegation that Katke was a director.
211 As to the particulars given already of Katke's knowledge that neither company had reasonable grounds for making the 2009 representations and the two postulates in the Alticor representations (26(b) and (c)), when made, the applicants rely upon Katke's direct role in making the representations; his position and historical engagement in each company and the affairs, particularly, of M Inc., and three other particulars. The first is that M Inc.'s "growth rate" for its business in the period 2008 to 2009 was 2% according to p 3 of the Plan yet Katke made projections of predicted growth rates of greater than 20% for each year from 2010 to 2013 (inclusive). Second, as to Alticor, by July 2009, Katke had not been told anything by Alticor that would justify the making of the Alitcor representations. The third particular is a cross-reference to the matters at para 32. At para 32, the applicants plead that, as events have transpired, M Inc. by September 2012 has not achieved the financial forecasts in the Plan; nor has it achieved any of the other matters projected in that Plan; nor has M Inc. exported any of its product into China.
212 The failure of a projection or prediction to come true is not evidence, or a proper particular, of no reasonable ground for making the projection or prediction, when made. The question (when appropriately raised and framed) remains one of whether at the time the representation as to the future matter was made, were there reasonable grounds before the corporation for making the representation and if it is said that Katke knew that there were no reasonable grounds before M Inc. and M Aust at the time he made the representations, Katke, so far as any s 75B claim is concerned, is entitled to particulars of that knowledge.
213 The particulars given at para 36(c) by a reference to para 36(b) and particulars (ii) and (iii) of para 36(c) are particulars of that matter.
214 As to the North American Business Plan, the respondents say that it is a 10 page document and since a large number of representations (21 in all) are drawn from it and were relied upon by each of the applicants in taking the relevant action, the applicants ought to identify, it is said, the specific provisions by page number and text giving rise to each allegation. The respondents say that although they can identify the text in question, the applicants ought to identify the precise text giving rise to each pleaded representation. Perhaps a simple solution is that a copy of the document could be marked with a highlighter cross-referenced to each sub-paragraph of para 23 and provided to the respondents.
215 By the pleading of 7 September 2012 the applicants plead at paras 26(vi) and 26(vii) and at 27(vi) and 27(vii), first, that Michael Brosnan and Alan Gee were acting at all times on their own behalf and on behalf of the other applicants in negotiating the terms of the 2009 Settlement Deed in the course of which the para 26 Alticor representations and the para 27 patent representations were made, and second, Brosnan and Gee told the remaining applicants not engaged directly in the negotiations, of the representations as pleaded and particularised at paras 26 and 27.
216 At para 28 of that pleading, the applicants plead that they (all of them) acted in reliance upon the 2009 representations, the Alticor representations and the patent representations in entering into the 2009 Settlement Deed.
217 In the 18 September 2012 pleading, paras 26(vi), 26(vii), 27(vi) and 27(vii) have been deleted and a new para 28 is introduced into the pleading.
218 Paragraph 28 of the 18 September 2012 pleading asserts that each of the applicants relied upon the twenty-one 2009 representations, the Alticor representations and the patent representations, and induced by them, they entered into the 2009 Settlement Deed.
219 As to the Plan, the document was given by Katke to Gee and Joiner on 10 February 2009.
220 The Alticor representations were made by Katke to Michael Brosnan (MB) and Gee on 28 July 2008; in telephone conversations with MB in July 2009; in "numerous telephone conversations" between Katke and MB, and Katke and Gee from late July 2008 to October 2008 (which cannot be further particularised); orally in a meeting between Katke and MB on 28 October 2008; and in meetings and telephone conversations between Katke and MB and Katke and Gee "during 2009" further particulars of which cannot be given.
221 The patent representations were made by Katke, Bland and Morey to one or more of MB, Leon Brosnan (LB), Gee and Alan B. Grant (ABG) between late 2004 and July 2009 and, as to greater particularity, the representations were made orally by Katke to MB, LB, Gee and ABG on or about 7 May 2004 at a meeting in Brisbane; orally on 16 November 2004 in a San Clemente meeting between MB, LB, Gee and ABG and Katke, Bland and Morey (although it is not said by whom); in an email from Katke to Gee of 9 February 2005; in the challenged Proxy Statement of August 2009 and "regularly, during 2007, 2008 and 2009 by Katke in telephone conversations with MB and Gee and also in San Clemente with MB and Gee.
222 Some of the representations therefore were made to Gee and Joiner by reason of the Plan. Others were made to Gee and MB (Alticor), and others were made to MB, LB, Gee and Grant (patents).
223 By para 28(i), the applicants say that before each of them decided to enter into the 2009 Settlement Deed, they had "numerous informal meetings and conversations" in which they discussed whether they should enter into the 2009 Settlement Deed. As to matters informing that decision, the applicants plead at para 28(ii) that as to those applicants who did not receive the Plan (document) directly from Katke (which is all of them but for Gee and Joiner), all of the other applicants were orally informed of the 21 representations contained in the documents by, it seems, Gee. Paragraph 28(ii) is rolled up in the sense that it addresses the re-communication of the three pleaded sets of representations and asserts a re-communication by one or more (and/or) of each of the persons to whom the representations were made (apart from Joiner) without attributing specifically a re-communication of particular matters by particular persons. Nevertheless, the applicants seem to be saying that Gee re-communicated the content (representations) of the Plan, and the others re-communicated the representations made specifically to them.
224 Thus, para 28(ii) pleads that to the extent any of the applicants were not parties to the methods pleaded by which the Alitcor representations and patent representations were made, MB and Gee re-communicated the Alticor representations and MB, LB, Gee and Grant re-communicated the patent representations.
225 Paragraph 28(ii) pleads that the 2009 representations, the Alticor representations and the patent representations as pleaded (and particularised) were re-communicated to each of the applicants in the para 28(i) meetings and conversations (which are unspecified).
226 The content of the re-communication is pleaded as the pleaded content of the representations as made to the nominated applicants. The nominated applicants are pleaded as the persons who re-communicated the pleaded representations made to them, and the date and forum of the re-communication is pleaded as 2009 leading up to the Settlement Deed of 31 July 2009, at the unparticularised meetings and in the unparticularised conversations.
227 It may be that each applicant came to his or her own decision to enter into the 2009 Settlement Deed at a particular meeting or over time, or perhaps, as a matter of evidence, all of the applicants came to a collective decision to enter into the 2009 Deed after hearing the content of each of the three sets of representations repeated to them by those to whom they were made, together with the benefit of discussions about what was communicated against the background of the proposed terms of the 2009 Settlement Deed. The pleaded case however is that the representations as made were re-communicated, in terms, to the others and the representations as made by M Inc. and M Aust as pleaded (and said to constitute the contravening conduct) were material to the decision made by each applicant to enter into the 2009 Settlement Deed.
228 Accordingly, the pleading reveals the case to be made at trial so far as the re-communication is concerned.
229 The respondents say that the applicants re-communicating the pleaded representations are re-communicating at an unidentified time (although presumably said to be in 2009) matters originally communicated to them on 10 February 2009 (the 21 representations); between 28 July 2008 and July 2009 (Alticor); and, more particularly, as to the patent representations between 7 May 2004 and 2009 including dates in 2004 and 2005 and representations made over a three year period in 2007, 2008 and 2009.
230 Yet, say the respondents, none of the applicants have particularised a single occasion when re-communication occurred nor have the applicants particularised any document effecting a re-communication of the representations.
231 I accept that there is little particularity of these matters.
232 The applicants are to provide particulars of the dates when meetings or discussions took place at which the representations were re-communicated. Particulars should be given of any documents relied upon in effecting a re-communication. I do not propose to order that particulars be given of all of the words spoken by the engaged applicants in re-communicating the representations made to them. The applicants relying upon the re-communicated representations in the terms as pleaded, stand or fall, like the applicants relying upon the pleaded representations as directly made to them, on whether, on the facts, the representations as pleaded are made out; if so, whether they engage contraventions of s 52 of the Trade Practices Act; and whether the contravening conduct was material to each applicant in acting as pleaded.
233 As already mentioned, the applicants filed a Statement of Claim in the proceeding on 9 August 2012. Two further amended pleadings have been formulated and served upon the respondents.
234 I propose to order that the Statement of Claim filed 9 August 2012 be struck out. I give leave to the applicants to file an amended statement of claim within 28 days which takes into account the amendments already proposed by the applicants and which gives effect to the observations in these reasons in relation to each topic the subject of the present application. The costs of the application will be reserved. Further, although I wish to hear the parties on the question, it seems to me appropriate that ultimately the proceeding be conducted at trial (subject to the resolution of a further foreshadowed application) on the basis of statements filed and served according to appropriate Directions Orders. I mention that matter because, independently of any question of particulars framing allegations of material facts which would be the foundation upon which oral evidence would ordinarily be called and heard for the first time, the respondents in the course of preparation will be provided with statements setting out all of the evidence on the questions in issue, in any event. As to the question of costs, the parties will be requested to put on short submissions as to the disposition of the costs on the interlocutory application.
I certify that the preceding two hundred and thirty-four (234) numbered paragraphs are a true copy of the Reasons for Judgment herein of the Honourable Justice Greenwood.