Micheletto (liquidator), in the matter of Rogers Property Holdings Pty Ltd (in liq) [2024] FCA 1463

Micheletto (liquidator), in the matter of Rogers Property Holdings Pty Ltd (in liq) [2024] FCA 1463

Where a company formerly trustee of a trust enters liquidation and becomes a bare trustee, and is not empowered to deal with trust property under trust deed, it is appropriate for the court to appoint the liquidator as receiver and manager of trust property with power to realise and distribute trust assets, pay costs and remuneration, and apply assets for the benefit of creditors and beneficiaries, as confirmed by statute and relevant case authorities.

Parties
Applicant (liquidator): Fabian Kane Micheletto; Company (respondent): Rogers Property Holdings Pty Ltd (in liquidation)
Jurisdiction
Australia
Judgment Date
17 December 2024
Procedural Posture
Originating Application / Judgment on Application for Appointment as Receiver and Judicial Advice
Outcome
Application granted
Legal Topics
Appointment of Liquidator as Receiver, Corporate Trustee in Liquidation, Trust Asset Distribution, Liquidator Remuneration, Distribution of Trust Property
Corporations Corporate Insolvency Appointment of Liquidator as Receiver Corporate Trustee in Liquidation Trust Asset Distribution Liquidator Remuneration Distribution of Trust Property

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Parties

Fabian Kane Micheletto

Applicant (liquidator)

Rogers Property Holdings Pty Ltd (in liquidation)

Company (respondent)

Procedural Posture

Originating Application / Judgment on Application for Appointment as Receiver and Judicial Advice

Legal Issues

  1. 1 Should the liquidator of Rogers Property Holdings Pty Ltd (in liquidation) be appointed as receiver and manager of trust property?
  2. 2 Is the liquidator justified in treating property held by the company as property of the trust?
  3. 3 What is the appropriate order for distribution of trust property and payment of liquidator’s costs and remuneration?

Ratio Decidendi

Where a company formerly trustee of a trust enters liquidation and becomes a bare trustee, and is not empowered to deal with trust property under trust deed, it is appropriate for the court to appoint the liquidator as receiver and manager of trust property with power to realise and distribute trust assets, pay costs and remuneration, and apply assets for the benefit of creditors and beneficiaries, as confirmed by statute and relevant case authorities.

Court Disposition

Application granted

Orders

  • Liquidator appointed as receiver and manager (without security) of trust property and other property held by company on trust
  • Receiver granted powers under s 420 Corporations Act 2001 (Cth) (with exceptions specified), including power to sell trust property, pay claims, distribute proceeds to creditors according to priorities, and distribute surplus to beneficiaries