Ray v Eastern Suburbs Motor Cycle Club Incorporated [2012] NSWSC 1151

Ray v Eastern Suburbs Motor Cycle Club Incorporated [2012] NSWSC 1151

By at least 1 March 1989 the members of the unincorporated Club had impliedly agreed to dissolve it and to conduct its activities through Eastern Suburbs Motor Cycle Club Incorporated. The Club was a "former association" of the incorporated association because the corporate vehicle was created under the Associations Incorporation Act 1984 (NSW) with the intention that the Club would continue through it. Clause 2(1)(a) of Schedule 2 therefore transferred the Club's assets, including the beneficial interest in the Arcadia land, to the first defendant, so the plaintiffs held the sale proceeds on trust for the first defendant and would be justified in distributing them to it.

Jurisdiction
Australia
Judgment Date
26 September 2012
Procedural Posture
Equity Proceedings for Judicial Advice and Declarations Concerning Trust Property / Principal Judgment
Outcome
The plaintiffs were declared to hold the proceeds of sale of the Arcadia land on trust for the first defendant and were advised that they would be justified in distributing the Fund to the first defendant; costs were ordered to be paid out of the Fund.
Legal Topics
['incorporation of Associations' 'unincorporated Associations' 'former Association of Incorporated Association' 'vesting of Assets' 'trustee Judicial Advice' 'distribution of Sale Proceeds']
['associations Law' 'trusts' 'equity' 'property'] ['incorporation of Associations' 'unincorporated Associations' 'former Association of Incorporated Association' 'vesting of Assets' 'trustee Judicial Advice' 'distribution of Sale Proceeds']

Case Brief

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Procedural Posture

Equity Proceedings for Judicial Advice and Declarations Concerning Trust Property / Principal Judgment

Legal Issues

  1. 1 ['Whether the proceeds of sale of the Arcadia land were held on trust for Eastern Suburbs Motor Cycle Club Incorporated or for members of the former unincorporated Club.' 'Whether the unincorporated Eastern Suburbs Motor Cycle Club ceased to exist and was replaced by Eastern Suburbs Motor Cycle Club Incorporated.' 'Whether the unincorporated Club was a "former association" of Eastern Suburbs Motor Cycle Club Incorporated within the meaning of Schedule 2 to the Associations Incorporation Act 1984 (NSW).' "Whether cl 2(1)(a) of Schedule 2 to the Associations Incorporation Act 1984 (NSW) vested the Club's assets, including the beneficial interest in the Arcadia land, in Eastern Suburbs Motor Cycle Club Incorporated."]

Ratio Decidendi

By at least 1 March 1989 the members of the unincorporated Club had impliedly agreed to dissolve it and to conduct its activities through Eastern Suburbs Motor Cycle Club Incorporated. The Club was a "former association" of the incorporated association because the corporate vehicle was created under the Associations Incorporation Act 1984 (NSW) with the intention that the Club would continue through it. Clause 2(1)(a) of Schedule 2 therefore transferred the Club's assets, including the beneficial interest in the Arcadia land, to the first defendant, so the plaintiffs held the sale proceeds on trust for the first defendant and would be justified in distributing them to it.

Court Disposition

The plaintiffs were declared to hold the proceeds of sale of the Arcadia land on trust for the first defendant and were advised that they would be justified in distributing the Fund to the first defendant; costs were ordered to be paid out of the Fund.

Orders

  • ['The court declares that the plaintiffs hold the proceeds of sale of the land comprised in Folio Identifier A/443290 (the Fund) on trust for the first defendant.' 'The plaintiffs would be justified in distributing the Fund to the first defendant.' "The plaintiffs' costs assessed on an indemnity basis should be paid...