Trident Star Enterprises - Case Update

The Supreme Court of Victoria has validated the appointment of Daniel Juratowitch and Rachel Burdett of Cor Cordis as administrators of Trident Star Enterprises, which operated the Kingston Hotel in Richmond as trustee of the C J Investment Trust, after their legal representatives discovered a technical defect with the process followed to appoint them. The appointment had initially been made by the company director’s wife using a power of attorney — an act found to be legally ineffective — but the Court exercised its discretion under s 447A of the Corporations Act 2001 to validate the appointment, citing the administrators’ good faith, urgency, and the need to avoid disruption.

On 29 January 2025, the Deputy Commissioner of Taxation commenced a winding up application against the company relying upon the company’s failure to comply with a statutory demand dated 7 October 2024. On 11 March 2025, Chantal De Fraga — the company’s sole shareholder and the wife of its sole director, Jonathan De Fraga — signed a resolution acting in her capacity as Mr De Fraga’s attorney purporting to appoint the administrators. On 14 March 2025, the Deputy Commissioner of Taxation consented to an adjournment of its winding up application.

At the time of their appointment, the administrators did not believe the issue of the power of attorney would affect the validity of their appointment. However, their legal representatives later drew their attention to the potential problem, and the administrators sought retrospective validation.

The Court found that it was appropriate to grant the relief sought, finding that there was no suggestion of bad faith or improper behaviour in the process which led to the appointment of the administrators. To the contrary, the evidence suggested that Ms De Fraga acted bona fide in seeking to appoint administrators to the company. Since their appointment, the administrators had taken substantive steps in conducting the administration, including the continued operation of the Kingston Hotel business and the transfer of the liquor licence. It was likely that any challenge to the validity of their appointment would be disruptive to the business and create further inconvenience and potential loss to creditors.

The Court also found that the company had operated solely as trustee of the Trust, meaning all assets and liabilities were trust-related. Since the administrators, now acting as bare trustees, lacked the inherent authority to deal with trust property, the Court granted them powers under s 63 of the Trustee Act 1958 (Vic) to carry on the trust’s business, sell assets, and pay creditors. The Court also ruled the administrators could use trust property to pay their costs and trust creditors, given there were no non-trust assets and all obligations arose from the trust’s operations.

Recognizing that the administrators had exceeded their authority in dealing with trust assets without Court approval, the Court excused them under s 1318 of the Corporations Act 2001 and s 67 of the Trustee Act, finding they acted honestly and reasonably.

Read the decision HERE.

Professionals involved: Christopher Hibbard of the Victorian Bar Association (instructed by Pointon Partners) for the administrators