Knowles v Attorney-General
[2016] TASSC 25
•25 May 2016
[2016] TASSC 25
COURT: SUPREME COURT OF TASMANIA
CITATION: Knowles v Attorney-General [2016] TASSC 25
PARTIES: KNOWLES, Lyell John, SALTMARSH, Robert Irvine, HODGES, Paul Geoffrey, SIMPSON, Donald John, THOMPSON, Philip James AS TRUSTEES OF THE ESTATE OF FRED FRENCH
v
THE HONOURABLE VANESSA GOODWIN IN HER CAPACITY AS THE ATTORNEY-GENERAL FOR THE STATE OF TASMANIA
FILE NO: 537/2015
DELIVERED ON: 25 May 2016
DELIVERED AT: Hobart
HEARING DATE: 4 December 2015
JUDGMENT OF: Wood J
CATCHWORDS:
Charities – Charitable gifts and trusts – When applied cy-prés – Generally – Statutory provisions – Inexpedient to carry out the original purposes of trust for charitable purposes – Trust property used more effectively if combined with property applicable for similar purposes – More effective use of trust assets of Fred French Masonic Nursing Home – Strategic advantages of amalgamation.
Variation of Trusts Act 1994 (Tas), ss 5, 6.
Aust Dig Charities [98]
REPRESENTATION:
Counsel:
Applicants: I Hardingham QC
Respondent: P Turner
Solicitors:
Applicants: Russell Kennedy
Respondent: Acting Director of Public Prosecutions
Judgment Number: [2016] TASSC 25
Number of paragraphs: 67
Serial No 25/2016
File No 537/2015
LYELL JOHN KNOWLES, ROBERT IRVINE SALTMARSH, PAUL GEOFFREY HODGES, DONALD JOHN SIMPSON, PHILIP JAMES THOMPSON AS TRUSTEES OF THE ESTATE OF FRED FRENCH v THE HONOURABLE VANESSA GOODWIN IN HER CAPACITY AS THE ATTORNEY-GENERAL FOR THE STATE OF TASMANIA
REASONS FOR JUDGMENT WOOD J
25 May 2016
Introduction
The Fred French Masonic Nursing Home has been providing residential aged care to residents of Launceston since it opened in 1962. It was established by the trustees of the estate of the late Fred French. The terms of Mr French's will were that he left the residuary estate to his wife for life and then the trustees were directed to:
"… do all such things as may be necessary to constitute and establish a Masonic Hospital or Nursing Home for the reception and treatment of invalid Masons and other persons according to such rules and regulations for the management and government of the said Hospital or Home as shall be framed by my Trustees and shall apply my Residuary Trust Fund and the income thereof (if any) accumulated during the lifetime of my said wife or so much thereof as they shall think fit in the purchase of a suitable piece of land within ten miles of the Launceston General Post Office as a site for such Hospital or Home and in erecting thereon a suitable building or buildings and in fitting and furnishing the building or buildings so erected and shall invest the remainder of my Residuary Trust Fund and such accumulated income in the names of my Trustees and with and out of the income arising from such investments keep the said Hospital or Home and the fittings and furniture of the same in proper repair and insured against fire and shall apply the surplus of the said income in or towards the payment of medical men and nurses and other persons and the expense of providing food drugs and medical appliances necessary and proper for carrying on the said Hospital or Home so established as aforesaid." (My emphasis)
Mr French executed his will on 5 November 1943 and codicil on 12 April 1945, which did not relevantly alter the trust or its purposes. Mr French died in 1946. His wife survived him and died in 1954.
Land was purchased by the trustees and the Fred French Masonic Nursing Home was built at 9 Amy Road, Newstead in Launceston. Since it opened, it has expanded and there have been extensive building works from time to time. The trustees hold on trust the assets and property of the Fred French Masonic Nursing Home.
The trustees consider that it would be expedient, for a number of reasons, for the Fred French Masonic Nursing Home to amalgamate with another nursing home also situated in Launceston, the Masonic Peace Memorial Haven Nursing Home.
The Fred French Trust is a charitable trust. Its purposes fall within the qualifying list of charitable purposes in the Preamble of the Statute of Charitable Uses 1601, the relevant category being the "relief of aged, impotent and poor people".The trust is for a purpose "beneficial to the community", a classification recognised at law as charitable: Commissioners of Income Tax v Pemsel [1891] AC 531 at 583 per Lord Macnaghten. The trust is to benefit not only Masons, but the broader community; the will provided that the hospital or nursing home was to be open to others as well. There is no profit to be distributed to any person under the Fred French Trust.
The trustees propose that the two nursing homes amalgamate and a new entity be formed, which would be responsible for managing and operating the aged care services provided by the two nursing homes. It is proposed that the new entity be an incorporated association, Masonic Care Tasmania Inc. It is to adopt a constitution in terms that have been placed before the Court. The proposal involves a variation of the original purposes of the trust.
Section 6 of the Variation of Trusts Act 1994 allows this Court to approve a scheme varying the purposes for which property may be applied under a charitable trust. In order that the proposal can be implemented, the trustees of the Fred French Trust seek the Court's approval of a scheme of variation. The scheme sought to be approved is that, upon formation of the new entity and adoption of the constitution, the trustees transfer the assets of the Fred French Trust to the new entity to be used in accordance with the terms of its constitution.
The Court may only approve the scheme if the requirements of ss 5 and 6 of the Variation of Trusts Act are fulfilled. The issues that must be determined arise from those statutory requirements.
The Attorney-General has considered the application and supports it as appropriate and as satisfying the applicable statutory criteria. However, this stance does not relieve the Court of its obligation to be satisfied that the circumstances justify the variation and that there are no countervailing considerations. Before embarking on a consideration of the issues, I acknowledge the submissions from counsel for the trustees, Dr Hardingham QC, which helpfully drew together relevant considerations from the detailed affidavit material.
Variation of Trusts Act
Section 5(2) provides an application may be made for a variation of the original purposes of a trust for charitable purposes, "If it has become impossible, impracticable or inexpedient to carry out the original purposes of a trust for charitable purposes in whole or in part, …". Subsection (3) provides that, "Without limiting the generality of subsection (2), an application for a variation of trust may be made in the following circumstances: …". The circumstances are set out in s 5(3)(a)-(e).
Subparagraph (c) is relied upon by the trustees as applicable:
"(3) …
(c)if the trust property could be used more effectively if combined with other property applicable for similar purposes and administered jointly with that property; …".
If the Court is satisfied that circumstances exist justifying the variation of the purposes for which property may be applied under a charitable trust, the Court may approve of a scheme varying the purposes: Variation of Trusts Act, s 6(1).
It is contended on behalf of the trustees that circumstances exist justifying the variation of the purposes for which the property may be applied in that it is inexpedient to carry out part of the original purposes of the trust, and that the terms of s 5(3)(c) are met. The property of the Masonic Peace Memorial Haven Nursing Home is for similar purposes, and the property of the Fred French Trust could be used more effectively if combined with the property of the Masonic Peace Memorial Haven Nursing Home.
The term "inexpedient" has been considered by the Court of Appeal of New Zealand in Re McElroy Trust [2003] 2 NZLR 289. The judgment of the Court considered the history of the power to vary a charitable trust and the addition of the criterion of "inexpedience". The Court went on to consider the meaning of the term "inexpedient". It was said that the "general connotation of the word 'inexpedient' in its present context is of the original charitable purpose or purposes having become unsuitable, inadvisable or inapt" (at 293 [14]). The judgment went on to note at [14]:
"Parliament's wish to expand the concepts of impossibility and impracticability should not be inhibited by too narrow an interpretation of the word 'inexpedient'. Clearly Parliament wished to give the Courts power to approve a scheme of variation in circumstances beyond those where the original purpose could no longer be carried out. The concept of inexpediency introduced a value judgment rather than simply an assessment of feasibility. It may remain possible and practicable to carry out the original purpose but it may have become inexpedient to do so."
These remarks have application to s 5(2) of the Tasmanian Act, notwithstanding that the New Zealand statutory provision is not the same in other respects, and does not have an equivalent subs (3). The differences have significance for other remarks made by the Court regarding the correct focus of the court's enquiry, but not as to the meaning of "inexpedient".
The meaning of the word "expedient" in the Trustee Act 1925-42 (NSW) was considered by the High Court in Riddle v Riddle (1952) 85 CLR 202. Williams J (at 222) noted the ordinary grammatical meaning of "expedient" is "advantageous", "desirable", and "suitable to the circumstances of the case". The opposite meaning accords with the interpretation adopted by the Court of Appeal of New Zealand.
The interpretation of "inexpedient" in s 5(2) that I adopt is that it means "disadvantageous", "undesirable" or "not suitable to the circumstances of the case".
The terms of s 5 and the provision of specific circumstances in s 5(3) mean that a court may not need to dwell on s 5(2) and the term "inexpedient". If the circumstances of the case fit one of the specified circumstances set out in s 5(3), then an application for a variation of trust may be made. This is not to suggest that the general criteria in s 5(2), impossible, impracticable or inexpedient, do not have a role in any particular case in which s 5(3) applies. The criteria may assist in the task of interpreting and giving guidance as to the meaning of the terms of s 5(3) and also may have a role, more broadly, in the exercise of the court's discretion whether to grant the application (see s 6(1)).
The statutory requirements that arise from s 5(3)(c) are whether the Fred French Trust property is applicable for similar purposes as the property of Masonic Peace Memorial Haven Nursing Home, and whether the Fred French Trust property could be used more effectively if combined with Masonic Peace Memorial Haven Nursing Home property and administered jointly.
If those requirements are established, the court must not approve of a scheme unless the court is "of opinion that the scheme accords as far as reasonably practicable with the spirit of the original gift": s 6(3), Variation of Trusts Act.
The issues that arise are essentially: whether the Fred French Trust assets and Masonic Peace Memorial Haven Nursing Home assets are "applicable for similar purposes", whether the proposed scheme is a more effective use of the Fred French Trust property than if the status quo was maintained, whether the proposed scheme accords as far as reasonably practicable with the spirit of the original gift, and any other practical considerations bearing on approval of the scheme.
Similar purposes
The issue here is whether the Fred French Trust property is applicable for similar purposes as the property of the Masonic Peace Memorial Haven Nursing Home. This requirement involves a consideration of the two aged care providers, the purposes to which the property is applicable and the similarity and compatibility of those purposes.
Fred French Masonic Nursing Home
Currently, the Fred French Masonic Nursing Home has 86 residential aged care places. It offers places for both high and low level care. It is undergoing a major renovation that will cost $7.5 million with the benefit of a Commonwealth grant and a no interest loan.
The assets and property are still owned by the trustees, but the operation and management of the institution lies with others. At the time the Fred French Masonic Nursing Home first opened, the trustees enlisted expertise and appointed the Board of Management of Masonic Peace Memorial Haven to operate the Fred French Masonic Nursing Home. In 1987 a general service agreement was signed. Under that agreement, the provision of management, staffing, meals and other services by Masonic Peace Memorial Haven was formalised.
In 1989 Fred French Masonic Nursing Home Inc was incorporated and appointed by the trustees to undertake the day-to-day management and operation of the Fred French Masonic Nursing Home on behalf of the trustees. Since then there has been dual management of the Fred French Masonic Nursing Home.
Masonic Peace Memorial Haven Nursing Home
The Masonic Peace Memorial Haven Nursing Home provides care and services to aged Masons and others. It is also situated in Launceston, at 185 Penquite Road in Norwood.
The nursing home was founded following a gift of land and money by Mr French in 1946. He made the gift for the purpose of establishing a nursing home as a peace memorial to mark the end of the Second World War. Representatives of the Northern District Masonic Lodges had met to discuss a suitable peace memorial and the Empire Lodge had submitted a proposal by Mr French to establish a nursing home. Subsequently, the Empire Lodge formed a Peace Memorial Committee to receive the gift and undertake the proposal. A trust was formed and twelve cottages known as Masonic Peace Memorial Haven were built and it commenced operating in 1948, after Mr French's death. Later, further cottages were built. In 1971 the trust became an incorporated association with the name Masonic Peace Memorial Haven of Northern Tasmania Inc. The incorporated association owns the institution Masonic Peace Memorial Haven Nursing Home. I adopt an abbreviated form of the institution, Peace Haven, used by the Chairman of Masonic Peace Memorial Haven of Northern Tasmania Inc, Mr Mervyn Turner, in his affidavit.
Peace Haven is currently undertaking extensive redevelopment works with the benefit of a $5.9 million Commonwealth grant. On completion of the works, Peace Haven will have 114 residential aged care places and 139 independent living units. It has land at Youngtown and future plans for development of a retirement village.
Masonic Peace Memorial Haven of Northern Tasmania Inc operates a residential aged care facility (high and low level care), independent living services and home care services.
The term "nursing home" is now no longer used by the Commonwealth Government and Department of Social Services. I accept as an accurate description that both Peace Haven and the Fred French Masonic Nursing Home are Masonic aged care organisations due to their expression of Masonic values, in particular benevolence and charity, and the fact that they operate a range of aged care services.
Peace Haven is a charitable institution. The objects of Masonic Peace Memorial Haven of Northern Tasmania Inc include "To provide and erect homes and buildings nursing homes care centres and hostel primarily for the use of aged persons" (cl 4.2.1) and "To provide self-care and independent living accommodation and residences for persons of fifty-five years and over" (cl 4.2.2). The income and property of the association is to be applied "solely towards the promotion of the objects and purposes of the Association" (cl 6.1). No private profit is distributed by the association.
The Fred French Trust assets and Peace Haven assets (owned by Masonic Peace Memorial Haven of Northern Tasmania Inc) are "applicable for similar purposes" within the meaning of s 5(3)(c). Both institutions are a product of the benevolence of the late Fred French. Both sets of assets are applied for the purpose of providing a Masonic aged care facility on a not-for-profit basis in the Launceston area.
Before leaving this issue, I add an observation that, as set out below, there has been collaboration between the institutions, and the level of collaboration is a reflection of the similarity of their purposes. It would also seem that, as a product of the collaboration, their purposes have become more closely linked.
More effective use
The issue here is whether the other requirement in s 5(3)(c) is satisfied, that the Fred French Trust property would be used more effectively if combined with Peace Haven property and administered jointly.
In terms of the current use of the Fred French Trust property, a relevant consideration is that the Fred French Masonic Nursing Home already works collaboratively with Peace Haven. It will be seen that savings and efficiencies would be created with amalgamation and management by a single corporate structure.
The two institutions work collaboratively
The two institutions are geographically close, and serve the same market, drawing their resident population from the same geographic area. They work together collaboratively.
There is a general service agreement, as mentioned, and a long-standing arrangement by which Peace Haven provides management and other services to the Fred French Masonic Nursing Home. The two institutions share information technology and communications systems.
Peace Haven prepares and delivers all meals for residents of both institutions. A new kitchen is presently being built in the redevelopment of the Fred French Masonic Nursing Home. However, the kitchen will only have the capacity to reconstitute pre-prepared meals, and will not be able to cater for all Fred French Masonic Nursing Home requirements.
At the Fred French Masonic Nursing Home there is a receptionist, a manager and clinical staff on site. The administration, finance, human resources, quality and compliance, payroll and maintenance management are provided by Peace Haven from its offices. Management services, clinical staff and other staffing needs of Fred French Masonic Nursing Home are paid for by Peace Haven, and Peace Haven is reimbursed by Fred French Masonic Nursing Home.
Peace Haven has a dementia care unit which, presently and in the short term, is being used by Fred French Masonic Nursing Home. Residents requiring this specialist care are moved to the Peace Haven dementia unit.
Efficiencies
The Fred French Masonic Nursing Home maintains separate banking arrangements, separate financial records and reports. Corporate records are kept separate. Fred French Masonic Nursing Home Inc and Masonic Peace Memorial Haven of Northern Tasmania Inc conduct their general meetings separately. There is substantial duplication of administrative and management duties noting the obligation of each of the institutions to comply with legislative and governance requirements.
Having one entity responsible for the two institutions would avoid duplication of administrative and management costs and increase efficiency. There would be significant savings in governance costs.
There are restrictions inherent in the trust structure under which the Fred French Masonic Nursing Home operates. If the trustees of the estate need a particular power, which is not conferred by the will, the trustees need to apply to the court for power to be conferred under the Trustee Act 1898. In a recent example, the trustees did not have power to mortgage or otherwise raise finance as security for Commonwealth grants. As a result, there was delay in embarking on building projects, which proved to be costly. That difficulty would be eliminated with the adoption of a single corporate structure.
In addition to these savings and efficiencies, there are strategic advantages in amalgamation.
Strategic advantages
A consultant in the fields of governance, strategic planning, amalgamations, mergers, partnerships and joint ventures, Mr Michael Goldsworthy, has provided consultancy services to the Boards of Fred French Masonic Nursing Home Inc and Masonic Peace Memorial Haven of Northern Tasmania Inc. He has 25 years' experience in providing governance and management consultancy services to the boards, chief executive officers and senior management teams of over 6,000 not-for-profit human service organisations throughout Australia.
Mr Goldsworthy has worked with over 600 residential aged care and community care organisations. He has extensive knowledge and experience in all four sectors of the aged care industry, including residential aged care, community care, independent living and retirement living. His primary knowledge and experience is with residential aged care, community care, hospitals and healthcare and palliative care, among others.
In the various projects that he has undertaken for both Boards, he has formed the view that it is not only desirable, but imperative that the organisations should amalgamate and be operated as one entity. There are a number of considerations supporting that view.
The aged care industry in Australia is being reshaped by Commonwealth government reforms, policies and funding practices which dominate and have driven changes to the aged care sector. There has been a shift from what is referred to as the "welfare paradigm", which prevailed until 1997, to the "market paradigm". Under the "welfare paradigm", aged care providers received direct Commonwealth funding. The environment was reactive, government funded and managed. Under the "market paradigm", consumers are funded, giving them choice and greater control over their services and service provider. The environment is now proactive, customer-driven and competitive.
The consequence of the "market paradigm" is that aged care providers operate in a more competitive environment, rigorously competing to attract customers. Providers must be more sensitive to consumer requirements. As a consequence, aged care providers need to provide not just accommodation, but allied health and medical services.
In this setting, an increasing number of international, national and multi-state aged care organisations and health care organisations are moving into the Tasmanian market and presenting a threat to small enterprises such as Peace Haven and Fred French Masonic Nursing Home. Larger providers are better placed to compete in the provision of innovative and high quality services. They are also better placed to meet client demand for multiple services. There is pressure to adopt new technologies such as telehealth and telecare, online medical advice and monitoring of health status, and new assistive technologies monitoring an individual's daily activities. These new technologies require significant investment. The proposed amalgamation may enable the finance of these technologies.
There is increased competition, nationally and in Tasmania, for Commonwealth government aged care funding and capital grants. In the context of government funding, larger organisations classified as Tier One aged care organisations are preferred over smaller Tier Three providers. There is a developing trend towards consolidation of providers. There is expected to be a significant reduction in the number of aged care organisations over the next decade. As described by counsel for the trustees, the "prognosis for smaller providers" is to become a provider of niche services (eg dementia services or palliative care), or "absorption or failure".
Both Fred French Masonic Nursing Home and Peace Haven would be classified as Tier Three providers. If they amalgamated, the organisation would be considered a medium sized facility and may be classified as a Tier Two organisation within two to three years of amalgamating. Ultimately, there could be potential for classification as a Tier One provider. In any event, an amalgamated organisation would be much better placed to compete in the prevailing environment. It would have a greater capability to develop and deliver services that meet customers' expectations. The future viability and competitiveness of the Fred French Masonic Nursing Home would be significantly improved.
It is plain that there is a commercial imperative in amalgamation. I accept the characterisation by Mr Goldsworthy that the strategic advantages of amalgamation are compelling.
It is clear that the trust property would be used more effectively for its charitable purposes if the variation orders are made.
The spirit of the original gift
The issue is whether the proposed scheme accords as far as reasonably practicable with the spirit of the original gift.
The discussion above, regarding similarity of the purposes of both providers, is relevant here. The compatibility of the purposes, and that both organisations owe their existence to the beneficence of the late Mr French, are compelling considerations. The proposed scheme conforms to the spirit of the original gift.
The amalgamation provides a means of securing the trust's assets in the current competitive market, and ensures longevity of the property of the trust so that it continues to be used for the purpose for which it was intended.
The entity proposed to be known as Masonic Care Tasmania Inc reflects the spirit of the original gift. The Boards and members of Fred French Masonic Nursing Home Inc, Masonic Peace Memorial Haven of Northern Tasmania Inc and the Trustees of the Fred French Trust passed a special resolution adopting, on amalgamation, the "Masonic Care Tasmania Inc Constitution". This constitution has been provided to the Court. The objects are consistent with the purpose of the gift. The objects clause provides that:
"The objects of the Association, in the Masonic spirit of benevolence, caring, relief and tolerance, are to:
1.1care for and support aged and disabled persons who have:
1.1.1chronic, complex or health and medical needs; or
1.1.2high care, sub-acute, transitional care or palliative care requirements,
particularly within the State of Tasmania by providing benevolent relief of their poverty, distress, disadvantage, sickness and suffering, so that they can have a higher quality of life."
The constitution provides for eight objects and these are consistent with the purpose of the gift. Additionally the charitable nature of the gift and the testator's intention that any income or surplus arising from the institution was to be re-invested and used to fund the general operation of the institution is preserved by the constitution of the association. The income and property of the association are to be applied solely towards the promotion of the objects of the association and no portion of the income or property of the association shall be paid or transferred, directly or indirectly, to any member (cl 27.1), and on the winding up or dissolution of the association any excess property shall be given to a charitable organisation as set out (cl 26).
Practical considerations
There are other considerations, which naturally concern the Court, bearing on whether the scheme ought to be approved. These involve practical considerations such as readiness for implementation of the scheme, as well as preserving the Fred French Trust property for the purposes of the gift, ie providing aged care to the community, and the existence of safeguards to ensure the property could not be used other than for charitable purposes.
In this context, I mention again that the Attorney-General has considered the proposal and has raised no concerns with the proposal, as a broad concept or in the detail. I note that the Attorney-General drew attention to the fact that the Fred French Trustees and the two incorporated associations are persons of "great good will". The services provided by the trust and the associations are of immense benefit to citizens of Tasmania.
There are no considerations weighing against approving the scheme.
The Trustees and the Board of Fred French Masonic Nursing Home Inc consent to the orders which have been sought in these proceedings on behalf of the Trustees, as does the Board of Masonic Peace Memorial Haven of Northern Tasmania Inc. They agree to amalgamate and agree with the detail of the proposal including that the new entity responsible for delivering the aged care services be an incorporated association.
In readiness, the two aged care providers have been working towards the development of a Strategic Plan for the new amalgamated Masonic aged care incorporated association. This Strategic Plan has been developed with the assistance of consultant and expert in aged care Mr Goldsworthy. It recognises the nature and challenges of the industry and responds with appropriate initiatives to ensure sustainability and profitability. The Plan has been developed with the prospect of linking up with other like organisations and forming a single State-wide entity that delivers Masonic aged care services.
Consideration has been given to ensuring that key clauses of the constitution cannot be amended. A resolution was passed by the Fred French Trustees to amend the proposed constitution of Masonic Care Tasmania Inc. The Board of Fred French Masonic Nursing Home Inc convened a special general meeting on 11 May 2016 and the members of Fred French Masonic Nursing Home Inc passed special resolutions to amend the constitution. At a special general meeting, also convened on 11 May 2016, the members of Masonic Peace Memorial Haven of Northern Tasmania Inc passed special resolutions to the same effect. Now, the proposed constitution in its amended form limits the capacity to amend the constitution and protects cl 1.1, regarding part of the objects, cl 26, the distribution of excess property on winding up, cl 27.1, preventing distribution of income and property to members and cl 18, relating to amendment of the constitution. An amendment which materially affects these clauses could only occur if approved by the Supreme Court of Tasmania, or if the amendment is required by law for the association to continue to be a not-for-profit, charitable and benevolent institution which cares for and supports aged and disabled persons particularly within the State of Tasmania.The result is preservation of the charitable objects and the charitable nature of the organisation.
Orders
The statutory requirements are fulfilled and the proposed scheme should be approved. The following scheme is approved pursuant to s 6 of the Variation of Trusts Act 1994:
Upon the following occurring:
ithe incorporation of Masonic Care Tasmania Inc under the provisions of the Associations Incorporation Act 1964; and
iithe adoption by Masonic Care Tasmania Inc of a constitution in accordance with annexure PH-1 to the affidavit of Mr Paul Geoffrey Hodges sworn 21 September 2015; and as amended on 11 May 2016 by special resolutions passed by members of Fred French Masonic Nursing Home Inc and Masonic Peace Memorial Haven of Northern Tasmania Inc; and
iiithe transfer to Masonic Care Tasmania Inc of the assets of both Fred French Masonic Nursing Home Inc (that is, any assets not owned by the trustees of the Fred French Trust) and Masonic Peace Memorial Haven of Northern Tasmania Inc;
The trustees of the Fred French Trust transfer the assets they hold as trustees to Masonic Care Tasmania Inc (less the costs referred to in the order made in these proceedings) to be used by Masonic Care Tasmania Inc in accordance with the terms of its constitution.
I order, as agreed by the applicants and the respondent, that the costs of the applicants and of the respondent be taxed on a solicitor-client basis and be paid out of the assets held by the trustees of the Fred French Trust.
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