In the matter of Camelia Grove Operations Pty Ltd, Public Lifestyle Management Pty Ltd and 146 Henderson Street Pty Ltd in its personal capacity and in its capacity as the Trustee for 146 Henderson Street Unit Trust (No 2) [2024] NSWSC 1383

In the matter of Camelia Grove Operations Pty Ltd, Public Lifestyle Management Pty Ltd and 146 Henderson Street Pty Ltd in its personal capacity and in its capacity as the Trustee for 146 Henderson Street Unit Trust (No 2) [2024] NSWSC 1383

Section 440B applied to preclude the owner/second defendant from taking possession or otherwise enforcing its ownership interest in the Terrace while the second and third plaintiffs were under administration because the Terrace was used and occupied in the conduct of the business by those companies; leave to enforce was refused as the owner/defendants failed to show that enforcement would not adversely affect creditor options or that their loss outweighed creditor interests; appropriate declaratory and injunctive relief was warranted to preserve the status quo until the conclusion of the administrations.

Parties
First Plaintiff: Duncan Clubb and Andrew Sallway in their Capacities as Joint and Several Administrators of Camelia Grove Operations Pty Ltd, Public Lifestyle Management Pty Ltd and 146 Henderson Street Pty Ltd in its personal capacity and in its capacity as the Trustee for 146 Henderson Street Unit Trust (All Receivers and Managers Appointed) (All Administrators Appointed); Second Plaintiff: Camelia Grove Operations Pty Ltd (Receivers and Managers Appointed) (Administrators Appointed); Third Plaintiff: Public Lifestyle Management Pty Ltd; Fourth Plaintiff: 146 Henderson Street Pty Ltd in its personal capacity and in its capacity as the Trustee for 146 Henderson Street Unit Trust; First Defendant: Richard Albarran and Kathleen Vouris in their Capacities as Joint and Several Receivers and Managers of 152 Henderson Street Pty Ltd; Second Defendant: 152 Henderson Street Pty Ltd (Receivers and Managers Appointed)
Jurisdiction
Australia
Judgment Date
29 October 2024
Procedural Posture
Corporations—application for Declaration and Injunction / Final Hearing and Judgment
Outcome
Relief granted to plaintiffs; declaration made; injunction granted; undertaking of rent at $1,500/week noted; defendants to pay plaintiffs' costs
Legal Topics
Statutory Moratorium During Administration, S 440 B Corporations Act, Owners' Rights During Voluntary Administration, Leave to Enforce Property Rights Against Company in Administration, Declaratory and Injunctive Relief
Corporations Statutory Moratorium During Administration S 440 B Corporations Act Owners' Rights During Voluntary Administration Leave to Enforce Property Rights Against Company in Administration Declaratory and Injunctive Relief

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Parties

Duncan Clubb and Andrew Sallway in their Capacities as Joint and Several Administrators of Camelia Grove Operations Pty Ltd, Public Lifestyle Management Pty Ltd and 146 Henderson Street Pty Ltd in its personal capacity and in its capacity as the Trustee for 146 Henderson Street Unit Trust (All Receivers and Managers Appointed) (All Administrators Appointed)

First Plaintiff

Camelia Grove Operations Pty Ltd (Receivers and Managers Appointed) (Administrators Appointed)

Second Plaintiff

Public Lifestyle Management Pty Ltd

Third Plaintiff

146 Henderson Street Pty Ltd in its personal capacity and in its capacity as the Trustee for 146 Henderson Street Unit Trust

Fourth Plaintiff

Richard Albarran and Kathleen Vouris in their Capacities as Joint and Several Receivers and Managers of 152 Henderson Street Pty Ltd

First Defendant

152 Henderson Street Pty Ltd (Receivers and Managers Appointed)

Second Defendant

Procedural Posture

Corporations—application for Declaration and Injunction / Final Hearing and Judgment

Legal Issues

  1. 1 Whether s 440B of the Corporations Act 2001 (Cth) applied to prevent the owner from enforcing its property rights against companies in administration
  2. 2 Whether leave should be granted to the owner to enforce its rights
  3. 3 Whether declaratory and injunctive relief should be granted

Ratio Decidendi

Section 440B applied to preclude the owner/second defendant from taking possession or otherwise enforcing its ownership interest in the Terrace while the second and third plaintiffs were under administration because the Terrace was used and occupied in the conduct of the business by those companies; leave to enforce was refused as the owner/defendants failed to show that enforcement would not adversely affect creditor options or that their loss outweighed creditor interests; appropriate declaratory and injunctive relief was warranted to preserve the status quo until the conclusion of the administrations.

Court Disposition

Relief granted to plaintiffs; declaration made; injunction granted; undertaking of rent at $1,500/week noted; defendants to pay plaintiffs' costs

Orders

  • The Court declares that s 440B of the Corporations Act 2001 (Cth) precludes the Second Defendant from enforcing its ownership interest against the Second and Third Plaintiffs, and the Second Defendant cannot restrain those plaintiffs from using, accessing, or recovering possession of the Terrace during the...
  • The Court notes the undertaking by Mr Vaughan Strawbridge and Mr Joseph Ronald Hansell as receivers and managers of the Second and Third Plaintiffs to pay $1,500 per week to the Defendants for use of the relevant parts of the Terrace during administration.