Littore v Rabobank Australia Ltd - [2016] VSCA 258

SUPREME COURT OF VICTORIA

COURT OF APPEAL

S APCI 2016 0114

VINCENT LITTORE, DAVID LITTORE & ORS (according to the schedule)	Applicants
v
RABOBANK AUSTRALIA LIMITED (ACN 001 621 129) & ORS (according to the schedule)	Respondents

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JUDGES:	MAXWELL P and WEINBERG JA
WHERE HELD:	MELBOURNE
DATE OF HEARING:	13 September 2016
DATE OF ORDERS	13 September 2016
DATE OF JUDGMENT:	26 October 2016
MEDIUM NEUTRAL CITATION:	[2016] VSCA 258
JUDGMENT APPEALED FROM:	[2016] VSC 673 (Hargrave J)

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PRACTICE AND PROCEDURE – Appeal – Interlocutory appeal – Case management – Stay – Commercial dispute – Claim for repayment of debt – Amount outstanding exceeded $90 million – Counterclaim alleged sale of secured assets at undervalue – Judge stayed counterclaim – Overarching purpose – Objects of case management – Appeal from exercise of discretion – No error of principle – Conclusions well open – Leave to appeal refused – Civil Procedure Act 2010 ss 7–9, 49.

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APPEARANCES:	Counsel	Solicitors
For the Applicants	Mr A Myers QC with Mr N Andreou and Mr T Greenway	Robert James Lawyers
For the Respondent	Mr C Caleo QC with Mr M P Costello	Minter Ellison

SCHEDULE OF PARTIES

VINCENT LITTORE First Applicant

and

DAVID LITTORE Second Applicant

and

FRANK ST INVESTMENTS PTY LTD (ACN 150 038 930) Third Applicant

and

LITTORE SUPER PTY LTD (ACN 149 093 667) Fourth Applicant

and

LITTORE PROPERTY GROUP PTY LTD (ACN 161 635 007) Fifth Applicant

and

SHANDFORD TRADING PTY LTD (ACN 158 818 887) Sixth Applicant

-and-

RABOBANK AUSTRALIA LIMITED (ACN 001 621 129) First Respondent

and

LITTORE VINEYARDS PTY LTD (ACN 078 477 620) (RECEIVERS AND MANAGERS APPOINTED) Second Respondent

and

CUDGEE CREEK VINEYARDS PTY LTD (ACN 082 936 972) (RECEIVERS AND MANAGERS APPOINTED) (CONTROLLERS APPOINTED) Third Respondent

and

GOL GOL VINEYARDS PTY LTD (ACN 079 467 735) (RECEIVERS AND MANAGERS APPOINTED) (CONTROLLERS APPOINTED) Fourth Respondent

and

IDYLL VINEYARDS PTY LTD PTY LD (ACN 087 927 991) (RECEIVERS AND MANAGERS APPOINTED) (CONTROLLERS APPOINTED) Fifth Respondent

MAXWELL P
WEINBERG JA:

Summary

The first and second applicants, Vincent and David Littore (the ‘Littores’), are indebted to the first respondent (‘Rabobank’) as principal debtors in a sum exceeding $90 million. They are defendants (together with other associated entities) to a proceeding in the Commercial Court in which Rabobank seeks an order for payment of the outstanding amount.[1] The defence filed by the Littores has not identified any basis on which the debt is disputed.
[1]Subsequent to the hearing of this application and the refusal of leave to appeal, the substantive proceeding was settled. These reasons are expressed in terms which reflect the state of affairs as at the date of the hearing of the leave application.

The sum outstanding is calculated taking into account the proceeds of asset sales which took place in November 2015, pursuant to securities granted to Rabobank to secure the funds advanced. By counterclaim, the Littores allege that the sale process was flawed and that the price obtained for the principal assets ($31…

Grounds of appeal

[14] The appellant contends that the primary judge erred in finding that the respondent had discharged the onus of establishing the matters required under the relevant provision.

[15] It was submitted that his Honour failed to give adequate weight to the evidence of the second witness, and that the findings of fact were not reasonably open on the material before the Court.

[16] The respondent, for its part, submits that no error is disclosed, and that the conclusions reached were well within the range of outcomes available to the primary judge.

Consideration

[17] It is convenient to deal first with the question of construction, as the resolution of that issue informs the remaining grounds advanced by the appellant.

[18] For the reasons that follow, we are of the view that the appeal should be allowed in part and the matter remitted for further determination.

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Details

Case: [2016] VSCA 258
Decision Date: 26 October 2016

CaseChat Overview and Summary

Littore was involved in a commercial dispute with Rabobank Australia Ltd over a debt repayment claim that exceeded $90 million. In the Federal Circuit Court, Littore sought repayment of the debt, while Rabobank counterclaimed alleging that Littore had sold secured assets at an undervalue. The primary judge stayed the counterclaim, and Littore appealed this decision to the Full Court. The appeal raised issues about the exercise of the court's discretion under the Civil Procedure Act 2010 to manage the case. The appeal was an interlocutory one, focusing on the judge's decision to stay the counterclaim, which was considered by the Full Court as an exercise of discretion in case management. The Full Court held that the overarching purpose and objects of case management were appropriately considered by the primary judge. The court found that the decision to stay the counterclaim was not an error of principle and was well within the judge's discretion. The Full Court concluded that the appeal did not demonstrate a clear error in the exercise of discretion, and thus refused leave to appeal. The decision underscored the importance of the judge's discretion in managing complex commercial disputes and the Full Court's reluctance to interfere with such decisions unless there is a clear error of principle.

Orders