Re Richflow Pty Ltd (in liq)

In the matter of Richflow Pty Ltd, the liquidator of the company sought directions from the court regarding the beneficial ownership of a large semi-rural property. The company, which was in liquidation, was the registered proprietor of the property. The adult children of a deceased former director of the company claimed that they were the beneficial owners of the property, alleging that they had paid the purchase price for it. The step-mother of the children disputed this claim. The primary issue for the court was whether the property was held by the company on a resulting trust and/or pursuant to a declaration of trust.

The court considered the evidence and arguments presented by both parties and concluded that the children's claim was not substantiated. The court found that the property was not held by the company on a resulting trust, as there was insufficient evidence to establish that the children had paid the purchase price. The court also found that the declaration of trust executed by the company was not valid and enforceable, as it was not properly executed and there was no clear intention to create a trust. Furthermore, the court held that the declarations of confirmation, which were executed after the company had been compulsorily acquired and deregistered, could not be admitted into evidence due to insufficient stamping.

The court also considered the issue of whether the declarations of confirmation could be admitted into evidence under section 272(2)(a) of the Duties Act, which allows for the admission of later declarations confirming a gift of beneficial interests under a trust. The court found that the declarations of confirmation could not be admitted into evidence, as they did not reference the earlier documents that were intended to evidence the gifting of the beneficial interests. The court held that the declarations of confirmation were not sufficient to establish the existence of a trust and that the burden of proof lay with the children to establish the trust.

The court's decision was that the liquidator was entitled to proceed with the sale of the property, as there was no evidence to support the children's claim of beneficial ownership. The court also directed that the declarations of confirmation could not be admitted into evidence and that the liquidator was not required to take any further steps to investigate the children's claim. The court held that the liquidator was entitled to proceed with the sale of the property and that the children's caveats were invalid. The court further directed that the liquidator was not required to take any further steps to investigate the children's claim of beneficial ownership.