Gleeson (Trustee), in the matter of Soong v Soong
[2023] FedCFamC2G 819
FEDERAL CIRCUIT AND FAMILY COURT OF AUSTRALIA
(DIVISION 2)
Gleeson (Trustee), in the matter of Soong v Soong [2023] FedCFamC2G 819
File number(s): SYG 1727 of 2022 Judgment of: JUDGE MANOUSARIDIS Date of judgment: 8 September 2023 Catchwords: BANKRUPTCY – determination of separate question whether notice given by a trustee in bankruptcy purportedly pursuant to s 129AA(4) of the Bankruptcy Act 1966 (Cth) (Bankruptcy Act) is valid – determination of that question turns on whether the period of 3 years after the date on which the bankrupt files his or her statement of affairs provided for in s 149(4) of the Bankruptcy Act is to be calculated by including the day on which the bankrupt files his or her statement of affairs – calculation of period of 3 years does not include the day on which the bankrupt files his or her statement of affairs – notice issued by trustee valid. Legislation: Acts Interpretation Act 1901 (Cth) ss 2, 36
Bankruptcy Act 1968 (Cth) ss 33(1)(c), 54(1), 121, 129, 129AA, 149, 149A
Conveyancing Act 1919 (NSW) s 37A
Bankrupt Law Consolidation 1849 (UK) s 276
Cases cited: Dodds v Walker [1981] 1 WLR 1027
Nilant v Macchia (1997) 78 FCR 419
Oates v Commissioner of Taxation [1990] FCA 510
Piccardi v Grivas [1992] FCA 334
Prowse v McIntyre (1961) 111 CLR 264
Weston Application; Employers Mutual Indemnity (Workers Compensation) Ltd v Omni Corporation Pty Ltd [2009] NSWSC 264
Division: General Number of paragraphs: 31 Date of hearing: 28 August 2023 Place: Sydney Counsel for the Applicant/Cross-Respondent: Mr V Bedrossian and Ms J Treherne Solicitor for the Applicant/Cross-Respondent: Daniela Fazio Lawyers Pty Ltd Counsel for the First Respondent/First Cross-Claimant, Second Respondent, and Fourth Respondent/Second Cross-Claimant: Dr C Birch SC and Mr J Gooley Solicitor for the First Respondent/First Cross-Claimant, Second Respondent, and Fourth Respondent/Second Cross-Claimant: HWL Ebsworth Lawyers The Third Respondent: No appearance by, or on behalf of, the Third Respondent ORDERS
SYG 1727 of 2022 FEDERAL CIRCUIT AND FAMILY COURT OF AUSTRALIA (DIVISION 2)
IN THE MATTER OF DESLEY SOONG, A DISCHARGED BANKRUPT
BETWEEN: BRUCE GLEESON AS TRUSTEE OF THE PROPERTY OF DESLEY SOONG, A DISCHARGED BANKRUPT
Applicant/Cross-Respondent
AND: DESLEY SOONG
First Respondent/First Cross-Claimant
JIM SOONG
Second Respondent
TALMAG PTY LTD ACN 108 249 243 (and another named in the Schedule)
Third Respondent
ORDER MADE BY:
JUDGE MANOUSARIDIS
DATE OF ORDER:
8 SEPTEMBER 2023
THE COURT ORDERS THAT:
1.The question whether the notice issued by the applicant on 3 June 2021 purportedly pursuant to s 129AA(4) of the Bankruptcy Act 1968 (Cth) is valid is determined in the affirmative.
2.The matter be listed for directions at 9:30 am on 22 September 2023.
Note: The form of the order is subject to the entry in the Court’s records.
Note: The Court may vary or set aside a judgment or order to remedy minor typographical or grammatical errors (r 17.05(2)(g) Federal Circuit and Family Court of Australia (Division 2) (General Federal Law) Rules 2021 (Cth)), or to record a variation to the order pursuant to r 17.05 Federal Circuit and Family Court of Australia (Division 2) (General Federal Law) Rules 2021 (Cth).
REASONS FOR JUDGMENT
INTRODUCTION
In these reasons for judgment I consider whether a notice dated 3 June 2021 (Extension Notice) the applicant (Trustee) issued purportedly pursuant to s 129AA(4) of the Bankruptcy Act 1966 (Cth) (Bankruptcy Act) is valid.
HOW THE QUESTION ARISES
On 15 May 2012 the Trustee was appointed the trustee in the bankruptcy of the estate of the first respondent, Ms Soong, pursuant to a sequestration order made by this Court.
Under s 54(1) of the Bankruptcy Act Ms Soong was required, within 14 days from the day on which she was notified of the bankruptcy, to make out and file with the Official Receiver a statement of her affairs, and furnish a copy of the statement to the Trustee. It is common ground that Ms Soong made out a statement of her affairs, and that she filed it with the Official Receiver on 18 June 2012.
In paragraph 28 of her statement of affairs Ms Soong disclosed that, in 1973, she had contributed approximately $23,000 towards the purchase price of land at Concord (Property); the estimated value of the Property as at 18 June 2012 was $2 million; and that the Property secured debts in the amount of $3,026,764.
Under s 149(4) of the Bankruptcy Act Ms Soong was discharged from her bankruptcy “at the end of the period of 3 years from the date on which [Ms Soong] filed . . . her statement of affairs”. There is a dispute about whether s 149(4) operated to discharge Ms Soong from her bankruptcy on 18 or 19 June 2015; and the validity of the Extension Notice turns on the determination of that question.
Although Ms Soong has been discharged from bankruptcy, her interest in the Property remains vested in the Trustee until the “revesting time” provided for by s 129AA(3)(a) of the Bankruptcy Act, being “the beginning of the day that is the sixth anniversary of the day on which the bankrupt was discharged from the bankruptcy”. The “revesting time” provided for by s 129AA(3)(a) can be extended if the trustee gives a notice pursuant to s 129AA(4) of the Bankruptcy Act. That subsection provides:
If the trustee, before the current revesting time, gives the bankrupt a written notice (an extension notice) stating that a later revesting time applies to particular property, then that later time becomes the revesting time for that property.
Subsection 129AA(4) must be read with s 129AA(6), which provides:
The time specified in an extension notice must be either:
(a) a specified time that is not more than 3 years after the current revesting time; or
(b) a time that is reckoned by reference to a specified event (for example, the death of a life tenant), but is not more than 3 years after the happening of that event.
On 3 June 2021 the Trustee served on Ms Soong the Extension Notice, which was as follows:
I refer to my appointment as Trustee of the above Bankrupt Estate on 15 May 2012 and your subsequent discharge on 19 June 2015.
I note that you are one of the registered owners of the property located at . . . Concord NSW 2137 being the land contained in folio identifier . . . (“the Property”) together with Jim Soong (“Mr Soong”) as joint tenants. The Property was disclosed in your Statement of Affairs dated 14 June 2012 and filed with the Official Receiver on 18 June 2012.
I confirm you were discharged at law from your bankruptcy on 19 June 2015 but notwithstanding your discharge from bankruptcy, the Property remains vested in me until 19 June 2021 pursuant to s129AA(3)(a) of the Bankruptcy Act unless I give written notice to you stating that a later revesting time applies to particular property.
In accordance with s129AA(4) of the Bankruptcy Act I hereby give notice to you that a later revesting time will apply in respect of the Property. I have made a decision to extend the revesting time for the Property for three (3) years from 19 June 2021. Accordingly, the revesting time in respect of the Property is 19 June 2024. This means your interest in the Property will remain vested in me until 19 June 2024 notwithstanding your discharge from bankruptcy.
Should you have any queries, please do not hesitate to contact . . . of this office on telephone number . . . or via email . . .
On 24 November 2022 the Trustee commenced this proceeding against Ms Soong and three other respondents in which he seeks relief under s 121 of the Bankruptcy Act, and s 37A of the Conveyancing Act 1919 (NSW), in relation to a transaction purportedly effected by a deed of agreement made on 17 January 2011 between Ms Soong, the second respondent, Mr Soong, and the fourth respondent, Banfirn Pty Ltd.
On 8 May 2023 the first and fourth respondents filed a cross claim against the Trustee in which they claim three declarations including the following:
1.A declaration that the purported extension notice issued by the Cross-Respondent on or about 3 June 2021 extending the revesting time under section 129AA(4) of the Bankruptcy Act 1966 (Cth) (Act) to 19 June 2024 (Purported Extension Notice) is invalid.
2.A declaration that the Cross-Respondent does not have any right, interest or title in the [Property].
At the directions hearing on 28 June 2023 I ordered that “the Court determine as a separate question the validity of the notice dated 3 June 2021 issued by the applicant purportedly pursuant to s 129AA of the Bankruptcy Act 1966 (Cth)”.
THE PARTIES’ CONTENTIONS
The respondents submit as follows:
(a)For the purpose of s 149(4) of the Bankruptcy Act, 18 June 2015 was the “end of the period of 3 years from” 18 June 2012, being the “date on which [Ms Soong] filed . . . her statement of affairs”; and, for that reason, Ms Soong was discharged from bankruptcy on 18 June 2015.
(b)Given Ms Soong was discharged from bankruptcy on 18 June 2015, the revesting time of Ms Soong’s interest in the Property for the purposes of s 129AA(3)(a) of the Bankruptcy Act (current revesting time) was 18 June 2021, being the “beginning of the day that is the sixth anniversary of the day on which [Ms Soong was to be] discharged from the bankruptcy”.
(c)Given the current revesting time for Ms Soong’s interest in the Property was 18 June 2021, the revesting time it was open to the Trustee to specify in an extension notice issued pursuant to s 129AA(4) was “not more than 3 years after” 18 June 2021. Thus, it was open to the Trustee to extend the current revesting time pursuant to s 129AA(4) to not more than after 18 June 2024.
(d)The Extension Notice, however, purported to extend the current revesting time in relation to Ms Soong’s interest in the Property to 19 June 2024, which is more than “3 years after the current revesting time”.
(e)The Extension Notice, therefore, is invalid.
These submissions are based on two premises. The first is that the word “from”, as it appears in s 149(4) of the Bankruptcy Act, points to the day on which the bankrupt files his or her statement of affairs, which means that the day on which a bankrupt files his or her statement of affairs is to be included when calculating the period of three years.
The second premise is that, when calculating the period of three years, the Court should apply the “corresponding day principle” the English Court of Appeal applied in Dodds v Walker.[1] In that case, a majority of the English Court of Appeal held that a four month period, calculated by reference to the day on which a notice was given, ends on the corresponding day of the fourth month. In Weston Application; Employers Mutual Indemnity (Workers Compensation) Ltd v Omni Corporation Pty Ltd,[2] Barret J applied the same approach to periods that are required to be calculated in years. After describing the “corresponding date” principle the English Court of Appeal applied in Dodds, Barret J said:[3]
When the question is as to the expiration of a period of three years “after” a particular date, one applies the “corresponding date” principle to a period of 36 months. On this basis, the period of three years “after” 16 January 2006 ended on – and therefore at the conclusion of – the 16th day of the 36th month after January 2006, that is, on – and therefore at the conclusion of – 16 January 2009.
[1] Dodds v Walker [1981] 1 WLR 1027
[2] Weston Application; Employers Mutual Indemnity (Workers Compensation) Ltd v Omni Corporation Pty Ltd [2009] NSWSC 264
[3] Weston Application; Employers Mutual Indemnity (Workers Compensation) Ltd v Omni Corporation Pty Ltd [2009] NSWSC 264, at [15]
Thus, the respondents submit, when calculating the three year period in relation to Ms Soong for the purposes of s 149(4) of the Bankruptcy Act, the three year period ended on 18 June 2015, being the corresponding day from which the period of three years is to be calculated.
The Trustee in his counsel’s written submissions principally relies on s 36(1) of the Acts Interpretation Act 1901 (Cth) (Acts Interpretation Act), which provides:
A period of time referred to in an Act that is of a kind mentioned in column 1 of an item in the following table is to be calculated according to the rule mentioned in column 2 of that item:
Calculating periods of time Item Column 1
If the period of time:Column 2
then the period of time:1 is expressed to occur between 2 days includes both days. 2 is expressed to begin at, on or with a specified day includes that day. 3 is expressed to continue until a specified day includes that day. 4 is expressed to end at, on or with a specified day includes that day. 5 is expressed to begin from a specified day does not include that day. 6 is expressed to begin after a specified day does not include that day. 7 is expressed to end before a specified day does not include that day.
The Trustee submits there is nothing in s 149 of the Bankruptcy Act that would operate to exclude the interpretation of time periods in the manner directed by the Acts Interpretation Act.
DETERMINATION
The parties’ competing submissions raise a question of construction; and that is whether, when calculating the period of 3 years provided for by s 149(4) of the Bankruptcy Act, there is to be included or excluded the day on which a bankrupt files his or her statement of affairs. That question of construction is to be determined, first, by considering whether, assuming there is no contrary intention, s 36(1) of the Acts Interpretation Act applies to s 149(4) of the Bankruptcy Act by operation of s 2(1) of the Acts Interpretation Act; and, second, assuming s 36(1) does apply, whether s 149(4) of the Bankruptcy Act, construed in context, manifests a “contrary intention” within the meaning of s 2(2) of the Acts Interpretation Act.
Application of Acts Interpretation Act to s 149(4), assuming no contrary intent
The respondents submit that even if the Acts Interpretation Act applies, only item 4 of the table to s 36(1) would apply to s 149(4) of the Bankruptcy Act; and the application of item 4 “would appear to produce the same results [as] the application of the formula contained within the relevant statutory provisions”.[4] The reference to “the formula” appears to be a reference to the period of 3 years specified in s 149(4) of the Bankruptcy Act, namely, “the end of the period of 3 years from the date on which the bankrupt filed his or her statement of affairs”.
[4] Respondent’s Outline of Submissions, [12(b)(ii)]
Apart from repeating that part of the text of s 149(4) of the Bankruptcy Act that specifies the period of 3 years, the respondents do not articulate what they contend to be the effect of the text. Nor do the respondents explain why they submit that item 4 of s 36(1) of the Acts Interpretation Act applies to s 149(4) of the Bankruptcy Act, but item 5 does not apply. I therefore do not accept the respondents’ submissions that, if the Acts Interpretation Act applies, only item 4 of s 36(1) would apply to s 149(1) of the Bankruptcy Act. On the contrary, I conclude that s 149(4) of the Bankruptcy Act is the type of provision that item 5 of s 36(1) of the Acts Interpretation Act specifies. Subsection 149(4) provides for a period of time that begins “from a specified day”, that day being the “date on which the bankrupt filed his or her statement of affairs”. If s 36(1) of the Acts Interpretation Act applies, therefore, the calculation of the period of 3 years specified in s 149(4) of the Bankruptcy Act would not include 18 June 2012, being the day on which Ms Soong filed her statement of claim. Thus, 19 June 2012 would be the day from which the period of 3 years is to be calculated, and 19 June 2015 would be the corresponding date three years after 19 June 2012 on which the period of 3 years would end.
Contrary intention?
The respondents submit there is no basis for applying the Acts Interpretation Act to interpret s 129 (or s 129AA) of the Bankruptcy Act. The basis of that submission is that the “definitions contained in the [Bankruptcy] Act are sufficiently specific and that the language of the Bankruptcy Act may have constituted a contrary intention”.[5] The respondents do not, however, identify the definitions in the Bankruptcy Act that manifest a contrary intention.
[5] Respondent’s Outline of Submissions, [12(b)(i)]
The respondents rely on the judgment of the Full Federal Court in Nilant v Macchia referring to “from” in s 149A(2)(b)(ii) in the Bankruptcy Act, as it then stood, being “obviously an error and should be read as “on””.[6] The respondents rely on this passage to support the submission that “from”, as it appears in s 149(4) of the Bankruptcy Act, should be read as “on”. This submission appears to assume that s 149A(2)(b)(ii) of the Bankruptcy Act is analogous to s 149(3). That assumption would be incorrect. Paragraph (ii) of s 149A(2)(b), as it currently stands, specifies a “prescribed date”, namely, the “date on which the bankrupt filed his or her statement of affairs”; and it does so (and it did so when Nilant was decided) for the purpose of determining the “prescribed number of years” provided for in s 149A(1) of the Bankruptcy Act. Where the prescribed date is that specified by s 149A(2)(b)(ii) of the Bankruptcy Act, the prescribed number of years provided for by s 149A(1) is 8 or 5 years “from the date on which the bankrupt filed his or her statement of affairs”. In other words, the commencement dates in both s 149(4) and in s 149A(1) are expressed in the same language, namely, “from the date on which the bankrupt filed his or her statement of affairs”. Thus, the judgment in Nilant v Macchia does not support the contention that “from”, as it appears in s 149(4) of the Bankruptcy Act, should be read as “on”. Nilant v Macchia simply held that the word “from”, as it appeared in s 149A(2)(b)(ii) of the Bankruptcy Act, should have read “on”. Parliament corrected that error by amending s 149A(2)(b)(ii) of the Bankruptcy Act by substituting “date on which” for “day from which”.[7]
[6] Nilant v Macchia (1997) 78 FCR 419, at pages 423-424
[7] Bankruptcy Legislation Amendment Act 2002 (Cth), Schedule 1, item 105
The respondents also rely on what the Full Federal Court held in Nilant, namely, that s 33(1)(c) of the Bankruptcy Act did not confer power on the Court to abridge “the time which Parliament has provided for the automatic discharge of a bankrupt under s 149(3)”.[8] The respondents submit that the “same principle should apply to attempts to add one further day”.[9] This submission assumes the very thing the respondents seek to establish, namely, that the day on which a bankrupt files his or her statement of affairs is to be included when calculating the period of 3 years provided for by s 149(4) of the Bankruptcy Act.
[8] Nilant v Macchia (1997) 78 FCR 419, at page 428
[9] Respondent’s Outline of Submissions, [12(d)]
The respondents further submit that it is erroneous to ignore the day on which a bankrupt filed his or her statement of affairs when calculating the period of 3 years in s 149(4):
(a)First, s 149 is designed to pinpoint the precise date of a person’s discharge from bankruptcy.[10] That may be accepted; but s 149(4) pinpoints the precise date of a person’s discharge from bankruptcy if the date on which the bankrupt files the statement of affairs is not included when calculating the period of 3 years provided for by s 149(4) of the Bankruptcy Act, just as s 149(4) would pinpoint that date if the date on which the bankrupt filed a statement of affairs was included.
(b)Second, there are “numerous authorities which reinforce the interpretation that s 149 of the Act provides for an automatic discharge “at the expiration of 3 years””. The respondents refer to two. One is Oates v Commissioner of Taxation,[11] and the other is Piccardi v Grivas.[12] In neither of these authorities did the court purport to construe “from” as that word appears in s 149 of the Bankruptcy Act. These cases, therefore, do not support the view that the period provided for by s 149(4) is to be calculated by including the day on which the bankrupt filed his or her statement of affairs.
(c)Third, the deliberate reference point in s 149 to the happening of a specified event, namely, the filing of a statement of affairs makes the section operational; and on any construction, s 149 does not say that the “event date is to be read with plus one day in mind”.[13]This submission assumes that which the respondents seek to establish, namely, that the date on which a bankrupt files his or her statement of affairs is to be included when calculating the period of 3 years provided for by s 149(4) of the Bankruptcy Act.[14] Further, when calculating a period that is defined in terms of days or months, it is usually irrelevant that it is an event that triggers the period. That is so because, for the most part, fractions of a day are not taken into account when calculating a period of time that is defined by reference to days, months, or years. Windeyer J referred to this in Prowse v McIntyre:[15]
. . . the law in reckoning time by days ordinarily takes no account of fractions of a day. The result is that, whenever a period of days has to be computed from an act or an event that occurs within the space of a day, a decision must be made whether to start the reckoning from the beginning or the end of that day. Much the same question arises when a period is to be calculated up to the time when an act is done or an event happens.
In the form the question is ordinarily now put it is whether the day of commencement of a period (or a day of its completion) is to be included or excluded in counting a given number of days. As to that, there is no universal rule. Where it is not prescribed by statute (as for example in the Interpretation Act of 1897 (NSW), s35(11)) the answer depends upon context and circumstances.
[10] Respondent’s Outline of Submissions, [13(a), (f)]
[11] Oates v Commissioner of Taxation [1990] FCA 510; (1990) 27 FCR 289, at [57]
[12] Piccardi v Grivas [1992] FCA 334, at [12]
[13] Respondent’s Outline of Submissions, [13(c), (d), (e), (h)]
[14] The same is to be said about the Respondent’s Outline of Submissions, [13(g)]
[15] Prowse v McIntyre (1961) 111 CLR 264, at page 280
The respondents’ submissions, therefore, do not satisfy me that s 149(4) of the Bankruptcy Act, construed in context, manifests a contrary intention that item 5 to s 36(1) of the Acts Interpretation Act does not apply to s 149(4).
There are two related matters, to which the parties have not referred, that may be relevant to determining whether s 149(4) of the Bankruptcy Act manifests a contrary intention. The first relates to the history of provisions such as s 36(1) of the Acts Interpretation Act. The source of such provisions is s 276 of the Bankrupt Law Consolidation 1849 (UK), which provided:[16]
And in all Cases in which any particular Number of Days is prescribed by this Act, or shall be mentioned in any Rule or Order of the Court which shall at any Time be made under this Act, for the doing of any act, or for any other Purpose, the same be reckoned, in the Absence of Any Expression to the contrary, exclusive of the first and inclusive of the last Day . . .
[16] See C Jacobi Interpretation Acts Origins and Meaning, Lawbook Co. 2019, chapter 28
This provision reflected the practice of computing time under bankruptcy statutes which Lord Esher MR described in In re North; Ex parte Hasluck:[17]
Bankruptcy is the creature of statute, and under a long series of bankruptcy statutes the same practice as to computing time has been followed, though for different purposes or results; the practice is a perfectly well-known one, the rule in bankruptcy being to exclude the first day or part of a day, and to begin the computation of time on the first whole day. The practice and procedure in bankruptcy existing in 1883 is to be followed where not altered by the Act of that year by a rule, and no rule has been passed to alter the practice in bankruptcy as to computing time.
[17] In re North; Ex parte Hasluck [1895] 2 QB 264, at page 271
It may be inferred that by s 149(4) of the Bankruptcy Act describing the period of 3 years “from” the date on which the bankrupt filed his or her statement of affairs, Parliament would have been aware of the practice of the bankruptcy courts in computing time, and of s 36 of the Acts Interpretation Act (as it stood in 1966 when the Bankruptcy Act was enacted).[18] If Parliament, therefore, intended to include the day on which the bankrupt files his or her statement of affairs in computing the period of three years, it would have done so by using different words.
[18] Immediately before its amendment in 2011 by the Acts Interpretation Amendment Act 2011 (Cth) s 36(1) provided: “Where in an Act any period of time, dating from a given day, act, or event, is prescribed or allowed for any purpose, the time shall, unless the contrary intention appears, be reckoned exclusive of such day or of the day of such act or event.”
The second matter that may be relevant is that the Bankruptcy Act has used different words to describe a period of years commencing from a particular day, or from an event that occurs on a particular day, that includes that day when computing the relevant period. That is the case with s 129AA(3)(a) of the Bankruptcy Act. It describes a six year period by reference to the “sixth anniversary of the day on which the bankrupt is discharged from bankruptcy”. This description requires that there be included in the six period the day of the event (the discharge of bankruptcy) by reference to which the sixth year anniversary is to be determined. If, therefore, Parliament intended that period of 3 years provided for by s 149(4) be computed by including the date on which the bankrupt filed his or her statement of affairs, it would have used words other than “from the date” to manifest its intention.
CONCLUSION
On the proper construction of s 149(4) of the Bankruptcy Act, the period of three years provided for in s 149(4) is to be calculated by not including the date on which the bankrupt filed his or her statement of affairs. Thus, the date on which Ms Soong filed her statement of affairs, namely, 18 June 2012, is not to be included in determining the period of three years provided for by s 149(4). That means that:
(a)Ms Soong was discharged from her bankruptcy on 19 June 2015;
(b)s 129AA(3)(a) of the Bankruptcy Act operated to specify 19 June 2021 as the current revesting time of Ms Soong’s interest in the Property;
(c)19 June 2024 is the latest time the Trustee could have specified in an extension notice issued under s 129AA(4);
(d)by extending in the Extension Notice the revesting time of Ms Soong’s interest in the Property to 19 June 2024, the Trustee specified a time in the Extension Notice that is not more than three years after the current revesting time of 19 June 2021; and
(e)the Extension Notice is valid.
I propose to make an order determining in the affirmative the question whether the Extension Notice is valid, and list the matter for directions at 9:30 am on 22 September 2023.
I certify that the preceding thirty-one (31) numbered paragraphs are a true copy of the Reasons for Judgment of Judge Manousaridis. Associate:
Dated: 8 September 2023
SCHEDULE OF PARTIES
SYG 1727 of 2022 Respondents
Fourth Respondent/Second Cross-Claimant:
BANFIRN PTY LTD ACN 147 357 248