Rozario v Delta Law Pty Ltd

SUPREME COURT OF QUEENSLAND

CITATION:

Rozario & Anor v Delta Law Pty Ltd & Ors [2019] QSC 159

PARTIES:

QUINTIN ROZARIO

(first applicant)
and
PORT KLANG PTY LTD ACN 133 161 074
(second applicant)

v

DELTA LAW PTY LTD ACN 116 936 264

(first respondent)
and
EMPEROR INVESTMENT GROUP PTY LTD
ACN 135 640 809
(second respondent)
and
LAW & COMMERCE PARTNERS PTY LTD
ACN 623 726 769
(third respondent)
and
THE ESTATE OF NATIVIDAD CALLITEN, DECEASED
(fourth respondent)
and
RICHARD SPENCER
(fifth respondent)
and
PETER CLAPIN
(sixth respondent)

FILE NO/S:

No 5403 of 2019

DIVISION:

Trial

PROCEEDING:

Application

ORIGINATING COURT:

Supreme Court at Brisbane

DELIVERED ON:

28 June 2019

DELIVERED AT:

Brisbane

HEARING DATE:

18 June 2019

JUDGE:

Dalton J

ORDERS:

1.    I declare that all the resolutions passed at a general meeting of Delta Law Pty Ltd on 10 May 2019 were invalid and of no effect.

2.    Otherwise adjourn the hearing of the further amended originating application.

COUNSEL:

D Atkinson QC for the applicants

S C Russell for the first respondent
C A Johnstone for the second, fourth and sixth respondents

SOLICITORS:

Hopgood Ganim Lawyers for the applicants

JML Rose for the first respondent
James Conomos Lawyers for the second, fourth and sixth respondents
R W Spencer, solicitor, appeared for himself as fifth respondent and third respondent

1. This proceeding was commenced by way of originating application and came on for hearing in the applications list on 18 June 2019.  I gave leave to read and file a further amended originating application on that date.  The amended originating application challenged the validity of a general meeting of Delta Law Pty Ltd purportedly held on 10 May 2019, and the resolutions purportedly passed at that meeting.  The further amended originating application sought additional declaratory relief as to transfers of shares in Delta Law.  The respondents to the application had not been given sufficient notice of this additional relief and, for that reason, the hearing before me proceeded only to determine the issues raised in the amended originating application.

2. Mr Quintin Rozario, the first applicant is a solicitor.  Since the year 2008 he has practiced as a sole practitioner from his home at Wynnum as the principal lawyer, and sole director, of Delta Law Pty Ltd, the first respondent.  Since 2008 Mr Rozario has provided legal services “almost exclusively” to Mio Art Pty Ltd and to Mr Richard William Spencer and Ms Silvana Perovich.  Mr Rozario swears that because for most of the time he was acting for these people they had no money, Delta Law has considerable unpaid legal fees, in the vicinity of around $7.5 million.  His clients having had some success in their long-running litigation, Mr Rozario now wants to be paid.  He swears to having told Mr Spencer and Ms Perovich as recently as 23 January 2019 that in his capacity as director of Delta Law he intended to pursue that debt.[1]

   [1]     Court Document 4, paragraph 34.

3. Mr Rozario swears that Mr Richard Spencer’s son,…