John Farragher Pty Ltd [2019] NSWSC 1847

Mum died and relationships between her children eroded.  

Some (but not all) children were executors. Some (but not all) were directors of a Co, the shares in which were the chief asset of the estate.  

The Co had a substantial landholding which was being subdivided. Disputes arose.  The plaintiffs commenced oppression proceedings seeking new directors.   

They failed entirely.  

Without proving a “permanent director” power was misused, an irregular appointment was not oppressive: [52]  

One child (who controlled one P) was bankrupt when shares were to be transferred. He said that he couldn’t hold shares as trustee; a position which “may or may not be correct”: [60] 

The shares were eventually transferred and no harm was done. This irregularity (esp when he had not told the executors he was bankrupt) was not oppressive: [61].  

Refusal to give access to books can be oppressive [69] but not in this case: [74]  

The Ps (until a late, rejected amendment application) did not seek a wind up and pressed for the appointment of their preferred directors: [90] and [95]  

The Court considered this relief may create a “reverse oppression”, as the new directors would exclude the interests of the former directors: [91] and [94]