News

The Supreme Court of New South Wales (Richmond J) has delivered judgment in David & Ros Carr Holdings Pty Ltd v Ritossa [2024] NSWSC 1125, in which Amir Chowdhury appeared (led by Peter Wood and Tom O’Brien and instructed by Arnold Bloch Leibler) for the successful first and second defendants.

The plaintiffs sought declarations and orders for, among other things, the distribution of net assets of a unit trust to the unit holders and the termination of that trust. The plaintiffs also sought a declaration that the unit trust was terminable on reasonable notice by any of the unit holders.

In the alternative, the plaintiffs contended that the affairs of the corporate trustee had been conducted oppressively and sought orders under ss 232 and 233 of the Corporations Act for the winding up of the trustee and the unit trust. In the further alternative the plaintiffs sought the appointment of a receiver to the unit trust pursuant to s 67 of the Supreme Court Act or the inherent jurisdiction of the Court.

Each of the plaintiffs’ claims was dismissed with costs.

See the full judgment here.

Adrian Maroya’s recent victory in the NSWSC appearing for the Rooty Hill Pigeon Racing Club has been reported on in the The Sydney Morning Herald.

Seventeen plaintiffs brought a claim against the defendant, the Rooty Hill and District Pigeon Racing Club Inc (the Club). The plaintiffs sought a declaration that each of them was a member of the Club, on the basis that (despite most of them not having been involved in the affairs of the Club nor having paid annual membership fees for many years) and an order invalidating the adoption in 2017 by the club of a new constitution.

The plaintiffs alleged that the rules of the Club contained express terms including, in particular, that “a person ceases to be a member of the association if the person – (a) dies; (b) resigns that membership; or (c) is expelled from the Association. The plaintiffs next alleged that each plaintiff became a member of the Club, and that each plaintiff had not died, resigned from membership nor been expelled: thereby remaining members of the Club (despite the non-payment of fees).

By its defence, the Club contended that, even if certain of the plaintiffs had at one time been members the Club, they had ceased to be members by reason of non-payment of membership fees, many years’ inactivity and non-involvement with the Club’s affairs.

Justice Robb dismissed all the claims, save for the first plaintiff’s, in a detailed judgment containing important insights into the law of incorporated associations, membership rights and abandonment of membership, noting ([97]) that: “it seems to be entirely logical that, when a member of an association has not resigned in compliance with the formalities contained in its constitution, but over a long period of time has by the member’s conduct sufficiently manifested an intention to cease being a member, that implied resignation or abandonment of membership should be effective, subject to contrary provisions in the constitution.”

Read the full judgement here.