Qube Holdings Ltd v Residents Against Intermodal Development Moorebank Inc

Qube Holdings Ltd appealed to the Court of Appeal of New South Wales against a decision of the primary judge concerning the interpretation of the *Associations Incorporation Act 2009* (NSW). The dispute arose from an application by Residents Against Intermodal Development Moorebank Inc (RAID) to register as an incorporated association. Qube Holdings Ltd, a party with an interest in the development project that RAID opposed, sought to challenge RAID's eligibility for incorporation.

The central legal issues before the Court of Appeal were whether RAID, as an unincorporated body, met the criteria for registration under the *Associations Incorporation Act 2009* (NSW). Specifically, the court had to determine the meaning of "unincorporated body" as contemplated by section 6(2)(b) and Schedule 2 of the Act, and whether such a body must possess a constitution or rules governing membership and voting, along with a register of members. Additionally, the court considered the applicability of the "special resolution" requirements stipulated in section 39 of the Act to an unincorporated body prior to its registration.

The Court of Appeal applied the principles articulated in *Kibby v Registrar of Titles* [1999] 1 VR 861 regarding the characteristics of unincorporated bodies. The court reasoned that the definition of an "unincorporated body" under the Act did not necessitate the existence of formal rules or a membership register. Furthermore, the court found that the procedural requirements for passing a "special resolution" under section 39 were not applicable to an unincorporated body seeking initial registration. Consequently, the Court of Appeal concluded that RAID was capable of being registered as an incorporated association.

Leave to appeal was granted, but the appeal was ultimately dismissed with costs.