Court of Appeal
Supreme Court
New South Wales
- Amendment notes
Medium Neutral Citation: McMillan v Coolah Home Base Pty Ltd [2024] NSWCA 138 Hearing dates: 18 and 19 March 2024 Date of orders: 5 June 2024 Decision date: 05 June 2024 Before: Ward P at [1]; Leeming JA at [480]; Stern JA at [481] Decision: 1. Appeal dismissed with costs.
Catchwords: REAL PROPERTY – caravan park with entitlement to exclusive long-term sites through share in company which owned the land – at first instance, claim by purchasers of shares to equitable interest in sites – no challenge to finding that no equitable interest in the sites was acquired – challenge to rejection of allegation that alleged representations made that the purchasers were buying sites as land, as well as shares – claim for specific performance – company placed into liquidation caravan park sold to company – indefeasibility of title
CORPORATIONS – oppression – company placed into voluntary administration and caravan park land sold to company owned by same directors – where primary judge found that certain other conduct of affairs of company was oppressive – whether primary judge failed to find sale of caravan park itself amounted to oppressive conduct – whether relief ordered was sufficient to remedy oppressive conduct
CONSUMER PROTECTION – misleading or deceptive conduct – where appellants did not challenge primary judge’s finding that there had been no reliance on the representations said to constitute misleading and deceptive conduct – whether primary judge erred in failing to find misleading or deceptive conduct by the making of representations as to sale of sites as land – whether misleading or deceptive conduct in relation to assurances that caravan park could not be sold without shareholder approval and/or as to whether cabins were fixtures – whether adequate reasons
CONSUMER PROTECTION – unconscionable conduct – where alleged unconscionable conduct was constituted by a “course of conduct” of disparate acts – alleged failure of primary judge properly to address the pleaded claim – adequacy of reasons
CONSUMER PROTECTION – harassment or coercion – whether correspondence following sale of caravan park amounted to harassing or coercive conduct – where primary judge had found that no damage had resulted from the alleged misconduct
Legislation Cited: Australian Consumer Law, Sch 2 of the Competition and Consumer Act 2010 (Cth), ss 18, 20, 21, 22A, 50, 237
Australian Securities and Investments Commission Act 2001 (Cth), Part 2 Div 2, ss 12CA, 12CB
Conveyancing Act 1919 (NSW), s 66G
Corporations Act 2001 (Cth), ss 232, 233, 442C, 1324
Defence Service Homes Act 1918 (Cth), s 4
Local Court Act 2007 (NSW), s 34A
Real Property Act 1900 (NSW), s 42
Residential (Land Lease) Communities Act 2013 (NSW), s 8
Retirement Villages Act 1999 (NSW), s 40
Trade Practices Act 1974 (Cth), s 51AC
Uniform Civil Procedure Rules 2005 (NSW), r 14.8
Cases Cited: ACCC v Lux Distributors Pty Ltd [2013] FCAFC 90
ACCC v Quantum Housing Group Pty Ltd (2021) 285 FCR 133; [2021] FCAFC 40
Keep reading for free
Create a free CaseChat account to read McMillan v Coolah Home Base Pty Ltd and more:
- Read every judgment in full
- Ask AI and get answers linked to paragraphs
- See how each paragraph was cited in later cases
- Download judgments as PDF or Word
One click creates your free account or signs you in.
By continuing you agree to the Terms and Privacy Policy.
- Case
- [2024] NSWCA 138
- Decision Date
CaseChat Overview and Summary
The legal issues before the court included whether the primary judge erred in rejecting the purchasers' claims of misleading or deceptive conduct, unconscionable conduct, and harassment or coercion. Specifically, the court considered whether representations made regarding the sale of sites as land, assurances about shareholder approval for park sales, and the status of cabins as fixtures constituted misleading or deceptive conduct. The court also examined whether the primary judge adequately addressed the pleaded claims of unconscionable conduct, which were alleged to arise from a course of disparate acts, and whether correspondence following the sale amounted to harassing or coercive conduct, particularly in light of the primary judge's finding of no resulting damage. Furthermore, the court reviewed the primary judge's findings regarding oppressive conduct under corporations law, including whether the sale of the caravan park itself was found to be oppressive and if the relief ordered was sufficient.
The court found that the purchasers had not established reliance on the alleged representations, which was a necessary element for their claims of misleading or deceptive conduct. The primary judge's reasoning in rejecting these claims was deemed adequate. Similarly, the court upheld the primary judge's findings regarding unconscionable conduct and harassment or coercion, concluding that the purchasers had not demonstrated error in the primary judge's assessment of these matters, including the lack of damage from the alleged misconduct. The court also affirmed the primary judge's findings on oppression, including the conclusion that the sale of the caravan park did not constitute oppressive conduct, and that the relief granted was appropriate.
The appeal was dismissed with costs.
Orders
Orders of the court
1. Appeal dismissed with costs.
Background
Background to the litigation
Full text does not contain this section.
Evidence
Evidence Before The Court
Full text does not contain this section.
Decision
Reasons for decision
Full text does not contain this section.
Ratio Decidendi
Legal Principle Established
Full text does not contain this section.