Federal Court of Australia

Meagher, In the matter of Okara Pty Ltd (Administrators Appointed) (No 2) [2025] FCA 1013

ORDERS

THE COURT ORDERS THAT:

1.    It is declared that Okara Pty Ltd (In Liquidation) (ACN 010 568 331) (Okara), as the trustee or former trustee of the P.J. & K. Casey Family Trust (Trust), is entitled to:

(a)    pursuant to clause 24 of the discretionary Trust Deed dated 18 January 1993, an indemnity out of the assets of the Trust against any liabilities properly incurred by Okara in exercising its powers in its capacity as trustee;

(b)    pursuant to clause 20(b) of the Varied Trust Deed, an indemnity out of the trust fund (as that term is defined in the Varied Trust Deed) against all liabilities properly incurred by Okara in the execution of any rights or obligations in relation to the Trust or all actions, proceedings, costs, claims and demands relating to any matter of the trust fund; and

(c)    an equitable lien over the assets of the Trust, pursuant to its rights to be indemnified and exonerated out of the assets of the Trust in respect of any and all debts incurred in its capacity as trustee of the Trust.

2.    Pursuant to s 1318 of the Corporations Act 2001 (Cth) and s 76 of the Trusts Act 1973 (Qld), Okara and the Second and Third Plaintiffs, Anne Meagher and Adam Peter Kersey in their capacities as administrators and liquidators are relieved from any liability arising from any dealing with property of the Trust between 20 June 2025 and 16 July 2025.

3.    Upon completion of the realisation of the assets and undertakings of the Trust (collectively, the Assets) and payment of costs and expenses, and creditors, the Second and Third Plaintiffs in their capacity as receivers are to file a statement of receipts and payments and serve same on any secured party with a current registration on the Personal Property Securities Register in respect of the Trust.

4.    The Second and Third Plaintiffs’ (in their capacities as administrators, liquidators and/or receivers) costs of this proceeding be paid from the Assets of the Trust.

5.    The Second and Third Plaintiffs (in their capacity as receivers) be remunerated at their usual hourly rates per page 114 of exhibit “APK-1” in the affidavit of Adam Peter Kersey affirmed 14 July 2025, for their and their employees’ work that is necessarily and properly incurred.

6.    The Second and Third Plaintiffs (in their capacities as administrators, liquidators and/or receivers) are entitled to be paid from the Assets of the Trust with respect to their remuneration, costs and expenses properly incurred in connection with:

(a)    preserving, realising, getting in the property, or carrying on the business of the Trust;

(b)    in administering or distributing the property of the Trust; and

(c)    in conducting the administration and liquidation of Okara,

from 20 June 2025.

7.    Pursuant to s 90-15(1) of the Insolvency Practice Schedule (Corporations), the Second and Third Plaintiffs as administrators or liquidators of Okara are justified in:

(a)    seeking the relief set out above for the purposes of enforcing Okara's rights of indemnity and exoneration in respect of debts Okara incurred as trustee of the Trust;

(b)    administering the Assets of the Trust, including any proceeds of sale, in accordance with the declarations made in paragraph 1 hereof; and

(c)    proceeding on the basis that the Second and Third Plaintiffs are and were at all relevant times entitled to be paid from the Assets of the Trust for their remuneration, costs and expenses properly incurred in connection with preserving, realising, getting in the property of the Trust, or in distributing the property of the Trust, and in conducting the Administration of Okara.

Note:    Entry of orders is dealt with in Rule 39.32 of the Federal Court Rules 2011.

REASONS FOR JUDGMENT

DERRINGTON J:

Introduction

1    On 20 June 2025, the second and third plaintiffs (the Administrators) were appointed as joint and several administrators of Okara Pty Ltd (Okara). Some one month later, on 16 July 2025, the Administrators were appointed as “receivers of all of the assets and undertakings of the P.J. & K. Casey Family Trust” (the Trust): Okara Pty Ltd, (Administrators Appointed, in the matter of Okara Pty Ltd, (Administrators Appointed) [2025] FCA 818 (Okara (No 1)).

2    The circumstances that underlay Okara (No 1) were not unusual. Okara was the trustee of the Trust. The Trust was established by a trust deed dated 18 January 1993 (the Deed). The Deed relevantly provided that “the office of trustee shall ipso facto be determined and vacated if such trustee … being a company, shall have a receiver appointed or enter into official management or have a petition for its winding up”. It appears that that clause was engaged some time prior to the appointment of the Administrators; as such, Okara was merely a bare trustee of the Trust when the matter first came before the duty judge on 16 July 2025.

3    Immediate orders were made for the appointment of receivers. However, the non-urgent relief pressed in the Originating Process filed 15 July 2025 was stood over: Okara (No 1) [21]. These reasons address the balance of that relief, which comprises, in effect, the following grounds:

(1)    declarations as to Okara’s right of indemnity and equitable lien;

(2)    orders relieving Okara and the Administrators from liability arising from any dealing with property of the Trust between 20 June 2025 and 16 July 2025;

(3)    the filing of receivers’ accounts;

(4)    costs of the proceeding;

(5)    remuneration and payment; and

(6)    orders under s 90-15(1) of the Insolvency Practice Schedule (Corporations) (the IPSC).

That which has followed 16 July 2025

4    The circumstances that preceded the Administrators’ application for appointment as receivers of the assets of the Trust are canvassed in Okara (No 1) (at [4] – [16]) and need not be repeated.

5    On 16 July 2025, the Administrators issued a circular to the creditors of Okara that notified them of, inter alia, their appointment as receivers of the assets of the Trust.

6    The next day, the Administrators issued a report to creditors (under s 439A of the Corporations Act 2001 (Cth) (Corporations Act)) that recommended, inter alia, that Okara be wound up.

7    On 23 July 2025, Okara was wound up in insolvency by an Order of the Supreme Court of Victoria. The Administrators were, in turn, appointed as liquidators. They have subsequently (a) worked towards satisfying certain conditions precedent to a Deed of Surrender of a lease with Gladstone Ports Corporation Limited (see Okara (No 1) [11] – [13]); and (b) commenced auctioning certain motor vehicles, plant and equipment owned by Okara as trustee of the Trust.

Consideration of the relief sought

Declarations as to Okara’s right of indemnity and equitable lien

8    As identified by counsel for the plaintiffs, Mr Downes, declaratory relief is not made at the asking; it “must be directed to the determination of legal controversies and not to answering abstract or hypothetical questions”: Ainsworth v Criminal Justice Commission (1992) 175 CLR 564, 582. The Administrators seek declarations as to the existence of Okara’s right of indemnity (and associated equitable lien) vis-à-vis the Trust because, were it otherwise, the Administrators, “in their capacity as liquidators, cannot exercise those rights against the assets of the Trust to meet the debts of Okara”. On reflection, that submission is, perhaps, myopic. Indeed, it is well settled that while the right of indemnity (and the equitable lien by which it is secured) of a corporate trustee endures in liquidation, it does not, thereby, empower the relevant liquidator to sell any asset of the trust: Re All Purpose Labour Pty Ltd (in liq) [2024] VSC 547 [41] – [42], citing Cremin, Re Brimson Pty Ltd (In Liq) (2019) 136 ACSR 649 (Re Cremin); Donnelly (Liquidator), in the matter of Dunjey Property Pty Ltd (in liq) [2023] FCA 1254 [16]. Appointment of the Administrators as “receivers of all of the assets and undertakings” of the Trust on 16 July 2025 would seem to have overcome that difficulty, however.

9    Nonetheless, and in order to (a) stave off any questions of the misapplication of trust property; and (b) assist in the smooth administration of the liquidation, there is some utility in the Court declaring, in the appropriate circumstance, the existence of the entitlements of the corporate trustee. In this case, the Administrators have a real interest in the declarations sought. The issues which they seek to overcome are not hypothetical. Though there is no contradictor before the Court, notification of the present hearing was served on (a) the Australian Securities and Investments Commission (ASIC); (b) the petitioning creditor and supporting creditor of Okara; (c) the specified beneficiary of the Trust (being a Mr Phillip Casey) and those who may be considered to be a beneficiary as immediate family members of Mr Casey.

10    When the matter was called on this morning, there was no appearance by any such party. On the material before the Court, it is sufficiently clear that Okara was a trustee of a family trust. It carried on business as such and only as such (Okara (No 1) [19]). Debts were incurred, and property acquired, in fulfilment of the Trust. In that context, and where there is no doubt that Okara’s right of indemnity (and the associated equitable lien) vests in the Administrators (as liquidators) upon its winding up and are, thereby, available for the purpose of discharging the liabilities of the Trust, the declarations sought by the Administrators should be made.

Relief from liability for any breach of trust between 20 June 2025 and 16 July 2025

11    The plaintiffs seek orders under s 1318(2) of the Corporations Act relieving the Administrators from liability for breach of trust during the period between their appointment as administrators and their appointment as receivers. Section 1318 relevantly provides as follows:

1318    Power to grant relief

(1)    If, in any civil proceeding against a person to whom this section applies for negligence, default, breach of trust or breach of duty in a capacity as such a person, it appears to the court before which the proceedings are taken that the person is or may be liable in respect of the negligence, default or breach but that the person has acted honestly and that, having regard to all the circumstances of the case, including those connected with the person’s appointment, the person ought fairly to be excused for the negligence, default or breach, the court may relieve the person either wholly or partly from liability on such terms as the court thinks fit.

(2)     Where a person to whom this section applies has reason to apprehend that any claim will or might be made against the person in respect of any negligence, default, breach of trust or breach of duty in a capacity as such a person, the person may apply to the Court for relief, and the Court has the same power to relieve the person as it would have had under subsection (1) if it had been a court before which proceedings against the person for negligence, default, breach of trust or breach of duty had been brought.

(3)     Where a case to which subsection (1) applies is being tried by a judge with a jury, the judge after hearing the evidence may, if he or she is satisfied that the defendant ought pursuant to that subsection to be relieved either wholly or partly from the liability sought to be enforced against the person, withdraw the case in whole or in part from the jury and forthwith direct judgment to be entered for the defendant on such terms as to costs or otherwise as the judge thinks proper.

(4)     This section applies to a person who is:

(a)     an officer or employee of a corporation; or

(b)     an auditor of a corporation, whether or not the person is an officer or employee of the corporation; or

(c)     an expert in relation to a matter:

(i)    relating to a corporation; and

(ii)     in relation to which the civil proceeding has been taken or the claim will or might arise; or

(d)     a receiver, receiver and manager, liquidator or other person appointed or directed by the Court to carry out any duty under this Act in relation to a corporation.

(5)     This section does not apply to a corporation that is an Aboriginal and Torres Strait Islander corporation.

Note: Similar provision is made in relation to Aboriginal and Torres Strait Islander corporations under section 576-1 of the Corporations (Aboriginal and Torres Strait Islander) Act 2006.

12    The Administrators fall within the ambit of such provision: see ss 1318(4)(d), 1318(4)(a) and s 9AD of the Corporations Act.

13    Relief is also sought under the Trusts Act 1973 (Qld) (the Trusts Act). Section 76 provides:

76     Power of court to relieve trustee from personal liability

If it appears to the court that a trustee, whether appointed by the court or otherwise, is, or may be, personally liable for any breach of trust, whether the transaction alleged to be a breach of trust occurred before or after the commencement of this Act, but has acted honestly and reasonably, and ought fairly to be excused for the breach of trust and for omitting to obtain the directions of the court in the matter in which the trustee committed the breach, then the court may relieve the trustee either wholly or partly from personal liability for that breach.

14    The expression “is or may be” in s 1318(1) of the Corporations Act (see also “is, or may be,” in s 76 of the Trusts Act) has been considered by the learned authors of Ford and Lee: The Law of Trusts (online at 18 August 2025), who gave the following summation (at [18.450]):

The court may excuse the trustee if it appears that he or she “is or may be” personally liable for breach of trust. Since it has been held that this provision may not be used as a means of authorising a breach of trust in advance: Re Tollemache [1903] 1 Ch 457, [1903] 1 Ch 955; Re Rosenthal [1972] 1 WLR 1273, it is clear that the word “may” refers to a case where there is doubt as to whether the trustee’s conduct constituted a breach of trust. Otherwise it would be necessary for the trustee to prove that he or she had committed a breach of trust before asking to be excused by the court: Re Mackay [1911] 1 Ch 300, 306, Parker J; Re Sir Colin and Lady MacKenzie Trust (No 2) [2020] VSC 335 at [23].

15    Here, while there is no knowledge or allegation of any breach of trust, nonetheless, the plaintiffs were appointed as administrators for almost a month prior to their appointment as receivers, and they are concerned that their actions in pursuing their obligations as administrators might technically have given rise to a misuse of the trust assets. It is said that that concern is not illusory as Okara traded as a trustee during that period (despite then being a bare trustee) and generated income. To that, it may be noted that there is not a suggestion in this case of any lack of honesty on behalf of the plaintiffs nor any lack of reasonableness in their conduct.

16    Indeed, on the evidence before the Court, the Administrators simply pursued their professional duties and, having subsequently discovered the issues surrounding the fact that Okara was a trust company, sought orders appointing them as receivers. All of that bespeaks of honest, professional conduct and there is no cogent reason why orders should not be made pursuant to s 1318 of the Corporations Act and s 76 of the Trusts Act relieving them from any liability for any of their dealings with the property of the Trust between 20 June 2025 and 16 July 2025.

Filing of accounts

17    The Administrators seek an order that they file and serve on secured creditors a statement of receipts and payments upon completion of realisation of the assets and undertakings of the Trust and payment of costs and expenses. That is perfectly appropriate. As is the case here, such an order is usually sought under r 14.25 of the Federal Court Rules 2011 (Cth). That rule provides that a court appointed receiver “must file accounts at the times ordered by the Court”. Such an order in this case does not benefit the Administrators; instead, it protects the interests of secured parties by ensuring the Administrators account for the proceeds in which the secured third parties may have an interest. In this context, it is appropriate to make the orders sought.

Costs of the proceeding

18    The Administrators also seek an order that the costs of the proceedings be paid from the assets of the Trust. Again, that is a typical order made in proceedings of this kind. Though there is no contradictor, the root cause of the proceedings today is the “ipso facto clause” in the Deed which automatically terminates the trusteeship of the corporate trustee upon the happening of an insolvency event. The need to conduct the present proceedings is simply a sequela of such and, ultimately, beyond the capacity of the plaintiffs to prevent. In those circumstances, it is appropriate that the Administrators’ costs of the proceedings be paid from the Trust property.

Remuneration as receiver

19    The Administrators also seek remuneration orders, namely that they be remunerated at their usual rates for their work as receivers and, further, that their approved remuneration, costs, and expenses incurred in their capacity as receivers, administrators and liquidators be paid from the assets of the Trust. Such orders are vanilla and, again, commonplace in this type of proceeding. There is no question that the costs should be payable out of the assets of the Trust. That is because Okara only ever traded, held assets and incurred debts as trustee.

20    In that sense, every step taken, whether it be in the course of the receivership, the administration or winding up, is one which is, in effect, for the benefit of the Trust in the broad sense. That includes the discharge of debts incurred by the trustee in the course of the Trust. In Re Cremin, Moshinsky J observed (at 656 at [51]):

… Thus, the liquidator of a (former) corporate trustee may only apply the proceeds of a sale of trust assets to satisfy debts owed to trust creditors (as opposed to general creditors). This includes the costs of the liquidation (including the liquidator’s remuneration) because such costs constitute debts incurred by the company in discharging the duties imposed by the trust: Re Suco Gold Pty Ltd (in liq) (1983) 33 SASR 99 at 110 per King CJ; Jones v Matrix at [105]-[106]. In circumstances where a company has only ever acted as a trustee of one trust and that has been the totality of its affairs, no issue arises as to the application of trust assets to general creditors because all of the company’s creditors are trust creditors. In this situation, the proceeds from the exercise of the right of exoneration are to be distributed to the trust creditors in accordance with the order of priority prescribed by the Corporations Act: Jones & Matrix at [100] - [108] per Allsop CJ; see also Carter Holt at [93]-[96] per Bell, Gageler and Nettle JJ; at [111], [156]-[158] per Gordon J.

21    As mentioned, a number of parties were served with these proceedings. No one has attended. In that circumstance, and absent any cogent reason to the contrary, there is no reason why the orders for remuneration as receivers, administrators and liquidators should not be made.

Orders under the IPSC

22    The Administrators also seek orders that they were justified in commencing this proceeding, dealing with the assets in accordance with the Trust, and paying themselves from the assets of the Trust. The plaintiffs have standing to seek such orders. They have also provided notice of the proceeding to ASIC, who has given no intention of attending to oppose the orders.

23    The principles relating to the exercise of power under s 90-15 are well known to the Court and were surveyed in Colbran, in the matter of Balsub Pty Ltd (in liquidation) [2023] FCA 1635:

30    Section 90-15 confers two separate heads of power on the Court, being to:

(a)    give judicial directions (as were made formerly under ss 479 and 511 of the Corporations Act), which provides comfort and relief from liability to a liquidator if the liquidator acts in accordance with a direction which turns out to be wrong: One T Development Pty Ltd v Krejci (in his capacity as liquidator of ENA Development Pty Ltd) [2023] NSWCA 120 at [40] and [42] (Ward P, Leeming JA and Mitchelmore JA); and

(b)    make orders (which were not able to be made under ss 479 or 511 of the Corporations Act) that can affect rights and obligations, or conclusively determine controversies, that arise in relation to an external administration: see, for example, Re Hawden Property Group Pty Ltd (ACN 003 528 345) (in liq) (2018) 125 ACSR 355 at 357 [7]-[8] (Gleeson JA); Joiner (Liquidator), in the matter of CuDeco Limited (Receivers and Managers Appointed) (in liq) [2020] FCA 1661 at [93]-[97] (Banks-Smith J); Re Woodhouse (in their capacities as joint and several liquidators of Forex Capital Trading Pty Ltd (in liq) (ACN 119 086 270)) (2022) 159 ACSR 669 at [51] (Banks-Smith J).

31    The principles that were applicable to the giving of directions under former ss 447D(1), 479 and 511 of the Corporations Act are applicable to the giving of directions under ss 90-15 and 90-20: Re Walley [2017] FCA 486 at [41] (Gleeson J); Re Reidy (in their capacity as administrators of eCHOICE Ltd) (admins apptd) [2017] FCA 1582 at [27] (Yates J); El-Saafin v Franek (No 2) [2018] VSC 683 at [110] (Lyons J); Re University Co-Operative Bookshop LTD (admins apptd) (No 2) (2020) 142 ACSR 607 at [13]-[14] (Gleeson J); Re Equiticorp Australia Ltd (in liq) [2020] NSWSC 143 at [43] (Gleeson J).

32    That power may be exercised where it is just and beneficial to do so: see Federal Commissioner of Taxation v ACN 154 520 199 Pty Ltd (in liq) [2017] FCA 444 at [64] (Gleeson J), citing Gusdote Pty Ltd v North Queensland Land Development Pty Ltd (No 4) [2012] FCA 759 at [6]-[8] (Emmett J); Lo v Nielsen & Moller Autoglass (NSW) Pty Ltd [2008] NSWSC 407 at [29]-[31] (Barrett J). Alternatively, the power may be exercised where a liquidator’s decision to act in a particular way is likely to be contentious: Re One. Tel Ltd and Others (2014) 99 ACSR 247 at 256 [35] (Brereton J), citing Re Ansett Australia Ltd and Korda (2002) 115 FCR 409 at 428 [65] (Goldberg J), Re 7 Steel Distribution Pty Ltd (in liq) (recs and mgrs apptd) [2013] NSWSC 669 at [20] (Black J), and Re S&D International Pty Ltd (in liq) (No 7) (2012) 92 ACSR 38; [2012] VSC 551 at [58]-[59] (Robson J). Directions will not generally be granted in relation to a decision that is purely commercial, but may be granted where there is a “particular legal issue raised for consideration or attack on the propriety or reasonableness of the decision in respect of which the directions are sought”: Krejci, in the matter of Union Standard International Group Pty Ltd (Administrators Appointed) (No 2) [2020] FCA 1111 at [10] (Stewart J), citing Re Ansett at 428 [65] (Goldberg J).

Effect of a Direction

33    If a liquidator acts in accordance with a direction and has made full and fair disclosure of the material facts, the liquidator will be protected from claims by creditors or contributories in respect of an alleged breach of duty arising from the direction: Bastion v Gideon Investments Pty Ltd (in liq) (No 2) (2000) 35 ACSR 466 at [49] (Austin J).

34    The power to give directions under the relevant predecessor provisions had limitations, as McLelland J explained in Re G B Nathan & Co Pty Ltd (in liq) (1991) 24 NSWLR 674 at 679-680:

The historical antecedents of s 479(3), the terms of that subsection and the provisions of s 479 as a whole combine to lead to the conclusion that the only proper subject of a liquidator’s application for directions is the manner in which the liquidator should act in carrying out his functions as such, and that the only binding effect of, or arising from, a direction given in pursuance of such an application (other than rendering the liquidator liable to appropriate sanctions if a direction in mandatory or prohibitory form is disobeyed) is that the liquidator, if he has made full and fair disclosure to the court of the material facts, will be protected from liability for any alleged breach of duty as liquidator to a creditor or contributory or to the company in respect of anything done by him in accordance with the direction.

Modern Australian authority confirms the view that s 479(3) “does not enable the court to make binding orders in the nature of judgments’ and that the function of a liquidator’s application for directions “is to give him advice as to his proper course of action in the liquidation; it is not to determine the rights and liabilities arising from the company’s transactions before the liquidation”.

35    In ENA Development, the New South Wales Court of Appeal observed that s 90-15 is broader than its predecessors as it confers power to make orders that can determine rights and liabilities in an external administration (at [33]). However, such orders can only be made where necessary and proper parties are given an opportunity to be heard or joined: ENA Development at [35]; see also Re Hawden at [8] (Gleeson JA).

36    In ENA Development, the relevant direction concerned whether the liquidator would be justified in proceeding on the basis that company assets were not held on trust. The Court explained the effect of the direction made at [36] and [40]:

However, the orders from which this appeal has been brought do not determine any title to property. They merely confirm that, in advance of a determination of beneficial title to property in the company’s name, the liquidator would be justified in proceeding on the basis that the property was owned beneficially by the company and is available for the benefit of creditors. They are to that extent unusual, insofar as there will have been a hearing as to whether the liquidator would be justified in proceeding on a basis, and also a hearing which will determine finally whether that basis is correct. …

…

The effect of the orders is limited. They do not determine title to any property. Instead, they provide qualified comfort to the liquidator in the event that it turns out that he is wrong to proceed on the basis that the assets are assets held beneficially by the company being wound up. …

37    The Liquidator submits that this conclusion is consistent with the general principle that the function of a judicial direction is not to determine rights and liabilities: Re Sparks, IG Energy Holdings (Australia) Pty Ltd [2023] FCA 538, [24] (Halley J), citing Union Standard International at [7] (Stewart J). The Liquidator also submits that the the only binding effect that arises from a direction is protection of a liquidator from liability, citing Re G B Nathan at 679.

Absence of contradictor

38    Plainly it will often be desirable that there be a contradictor at the hearing of an application seeking approval to proceed in a manner that distinguishes between certain classes of creditors of a company.

39    Though preferable in an application such as this that there be a contradictor, the Liquidator submits that the absence of a contradictor is not generally regarded as an impediment to the determination of questions arising in a winding up: In the matter of Dalma No 1 Pty Ltd (in Liquidation) (2013) 279 FLR 80 at 83-84 [8] - [9] (Brereton J); Lewis and Templeton v LG Electronics Australia Pty Ltd (No 2) (2016) 308 FLR 100 at 114 [62] (Sifris J).

40    Both Dama and Lewis and Templeton were cited with approval in Re Sparks at [53] – [54], where Halley J summarised the principles as follows:

The absence of a contradictor, whilst undesirable, does not preclude a Court from determining an application of an administrator if all reasonable steps have been undertaken to obtain a contradictor or if the natural contradictor has elected against intervening: Re Jick Holdings Pty Ltd (in liq) (2009) 234 FLR 22; [2009] NSWSC 574 at [7] (White J); see Re Dalma No 1 Pty Ltd (in liq) (2013) 279 FLR 80; [2013] NSWSC 1335 at [9] (Brereton J); Hall v Poolman (2009) 75 NSWLR 99; [2009] NSWCA 64 at [7]-[8] (Spigelman CJ, Hodgson JA and Austin J).

Reasonable steps can include giving notice of the proceedings to persons with a potential interest in the outcome of the application, circulating a report to creditors of the company and inviting creditors to express an opinion on the application, including by appearing before the Court: Re Jick at [7] (White J); see also Lewis and Templeton and Another v LG Electronics Australia Pty Ltd and Others (No 2) (2016) 48 VR 450; [2016] VSC 63 at [63] (Sifris J)

(Emphasis in original).

24    Such principles are not controversial and merely explain the broad scope of the power in that section. Here, notice of the seeking of these orders has been given to all relevant parties, specifically beneficiaries of the Trust and those who may be considered potential beneficiaries.

25    No party has appeared to oppose the orders. It is to be noted that the application is only for judicial directions and any orders made pursuant to that power neither affect the rights nor obligations of the relevant parties, nor do they conclusively determine any underlying issue. Rather, the effect of the orders sought is simply that the plaintiffs are justified in their course of conduct. Again, such orders are not unusual. They are made frequently in circumstances of the current nature, and provide the plaintiffs with a degree of protection as they go about the task of attending to the winding up of Okara. It is appropriate to make the orders sought.

26    For all those reasons, I am prepared to make the orders sought in the draft order handed to the Court this morning.

Note

27    These are the amended and revised reasons for judgment given on 18 August 2025. Whilst the reasons given above refine and develop those delivered ex tempore, the substance of what was said on 18 August has not been changed nor has any other material change been made.

Associate:    

Dated:    29 August 2025