Maxiwealth Holdings Pty Ltd v The Mill Goulburn Pty Ltd [2018] NSWSC 115

Maxiwealth Holdings Pty Ltd v The Mill Goulburn Pty Ltd [2018] NSWSC 115

The plaintiff established a serious question to be tried that the agreement to purchase the trust units remained enforceable, including because the evidence was capable of establishing a variation deferring payment until substantial completion of the child care centre works, or alternatively waiver or estoppel, and because the grantors may not have been entitled to terminate after excluding the plaintiff from the property. It was also reasonably arguable that the first defendant remained bound by negative obligations not to deal with the property. The balance of convenience favoured interlocutory relief because the transaction was in substance directed to acquisition and development of...

Jurisdiction
Australia
Judgment Date
15 February 2018
Procedural Posture
Equity Proceeding Seeking Interlocutory Injunctive Relief and Leave to Lodge a Further Caveat / Interlocutory Application
Outcome
Interlocutory injunction granted as sought by the plaintiff on conditions; no leave under s 74O was required for the proposed further caveat.
Legal Topics
['interlocutory Injunctions' 'option to Purchase Trust Units' 'unit Trust Property' 'purported Termination of Agreement' 'serious Question to Be Tried' 'balance of Convenience' 'caveats' 'equitable Charge']
['equity' 'property Law' 'contract Law' 'real Property'] ['interlocutory Injunctions' 'option to Purchase Trust Units' 'unit Trust Property' 'purported Termination of Agreement' 'serious Question to Be Tried' 'balance of Convenience' 'caveats' 'equitable Charge']

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Procedural Posture

Equity Proceeding Seeking Interlocutory Injunctive Relief and Leave to Lodge a Further Caveat / Interlocutory Application

Legal Issues

  1. 1 ['Whether there was a serious question to be tried that the agreement to acquire units in The Mill Trust remained on foot despite the purported termination in December 2017.' 'Whether the first defendant remained bound by negative stipulations to remain registered owner of the property and not deal with the property pending completion.' 'Whether the balance of convenience favoured restraining the first defendant from dealing with the property until further order.' 'Whether the plaintiff required leave under s 74O(2) of the Real Property Act 1900 (NSW) to lodge a further caveat claiming an interest as equitable chargee.']

Ratio Decidendi

The plaintiff established a serious question to be tried that the agreement to purchase the trust units remained enforceable, including because the evidence was capable of establishing a variation deferring payment until substantial completion of the child care centre works, or alternatively waiver or estoppel, and because the grantors may not have been entitled to terminate after excluding the plaintiff from the property. It was also reasonably arguable that the first defendant remained bound by negative obligations not to deal with the property. The balance of convenience favoured interlocutory relief because the transaction was in substance directed to acquisition and development of...

Court Disposition

Interlocutory injunction granted as sought by the plaintiff on conditions; no leave under s 74O was required for the proposed further caveat.

Orders

  • ['Upon the plaintiff by its counsel giving the usual undertaking as to damages, and subject to the conditions in Order 2, the first defendant, by itself, its employees or agents, is restrained until further order of the Court from dealing in any way with the property comprising Folio Identifier B/160003 Auto Consol...