//
© 2026 Zoe. All rights reserved.
Zoe is a legal information platform. Always consult the Federal Register of Legislation for authoritative text.
[2026] QCA 16
respondent. Appeal dismissed with costs. The primary judge's judgment for the Agent, including the award of $253,000 plus interest and costs, remained undisturbed [7], [44].
2 cited instruments linked from this judgment.
The appeal concerned whether a licensed real estate agent lost its right to commission because unlicensed and unregistered salespersons working for its sub-agents helped bring about the sales. The Court of Appeal read s 89 according to its text and statutory context. It concluded that the section tests the entitlement of the person seeking commission against that person's own licence, authority and appointment. The Agent met those conditions. The Court found no general intention in the Act to transfer the sub-agents' salespersons' non-compliance to the Agent for s 89 purposes. The appeal was dismissed with costs.
AI-generated legal information, not legal advice. Zoe can make mistakes. Check the cited source, and for advice about your situation consult a qualified Australian lawyer.
2,171 words · generated 08/10/2026
B Global (Aust) Pty Ltd was a property developer selling residential lots in a development at North Ipswich. It appointed Podium Project Marketing Pty Ltd as a non-exclusive agent “to sell” those lots. The appointment provided for commission if Podium was “the effective cause of sale” [1]-[2].
Both Podium and its director held real estate agent licences. Podium arranged to work through two corporate sub-agents, which also held licences. Those sub-agents engaged individual salespersons. The individuals who dealt directly with potential buyers and helped procure purchasers held neither a real estate agent licence nor a registration certificate [2]-[4].
The resulting dispute concerned 33 lots. The sub-agents identified buyers for all 33. Podium claimed commission for 12 sales, while B Global counterclaimed for commissions relating to the other 21 [34]. The primary judge found for Podium and awarded it $253,000 plus interest and costs [7].
B Global had argued below that Podium was not the effective cause of the sales and that the unlicensed status of the salespersons defeated Podium's commission claim. On appeal, B Global did not challenge the finding that Podium was an effective cause. Its appeal focused on whether s 89 of the Property Occupations Act 2014 (Qld) prevented Podium from recovering or keeping commission because of the salespersons' status [5], [8].
The Court of Appeal, constituted by Bond JA, Boddice JA and Callaghan J, dismissed the appeal with costs. Boddice JA and Callaghan J agreed with Bond JA's reasons [9], [44]-[46].
The Court began with the ordinary method of statutory construction: the text is the starting point, but it must be read in context and with regard to statutory purpose [11]. Bond JA warned against both “unthinking literalism” and “unfounded purposivism” [12]. The context may include the statutory scheme and the mischief addressed, but broad purpose cannot be used to displace what the provision says without adequate textual support [13]-[14].
Section 89 provided that a person was not entitled to sue for, recover or keep a reward or expense for performing an activity as a property agent unless specified conditions were met. In the relevant situation, the claimant had to hold a property agent licence when performing the activity, be authorised under the licence to perform it, and be properly appointed by the person charged with the reward or expense [6], [37].
The primary judge found that Podium itself performed activities that were effective causes of the sales. It held a licence authorising those activities, and B Global had appointed it as agent to sell the lots. The Court of Appeal accepted that those findings meant Podium met the conditions in s 89 [38], [40]. The section’s text did not state that a claimant’s entitlement depended on every person who contributed to a sale being licensed or registered.
The Court tested B Global's broader argument against the rest of the Act. The Act established separate systems for licensing property agents and registering real estate salespersons [16]-[20]. It also contained particular rules about who could perform activities, who could be employed or engaged, supervision, offences, penalties and disciplinary proceedings [22]-[27]. Those detailed provisions mattered because they showed that Parliament had expressly regulated different actors in different ways.
The Court also considered the rules relevant to corporate agents. A corporation holding a real estate agent licence necessarily performed activities through other people, but the Act regulated how it could do so [30]. The Act's definition of “employ” extended beyond conventional employees to include certain contractors and other engagements. However, Bond JA explained that this did not generally extend to employees of a licensee's contractors or to subcontractors further down the contractual chain [31]-[32].
Against that statutory structure, the Court could not identify a general legislative purpose of attributing to Podium the non-compliance of salespersons engaged by its sub-agents [42]. The individuals' conduct might have consequences for them, and the sub-agents might conceivably face consequences under relevant provisions, but that did not justify enlarging s 89 so that Podium lost its commission [42]-[43].
The Court therefore treated the question as one about the scope of the particular statutory restriction, not as a general approval of the salespersons' conduct. Its conclusion was limited: s 89 did not disentitle Podium from commission to which the primary judge found it was otherwise entitled [43].
The judgment describes the statutory regime created by the Property Occupations Act as it applied to the dispute. It does not set out a prior judicial rule governing this precise chain of agent, sub-agent and salesperson, nor does it claim that the appeal changed the Act itself.
The statutory framework, as summarised by the Court, distinguishes between property agents and real estate salespersons. A property agent includes a real estate agent, and a real estate agent is a person holding a relevant licence. A real estate salesperson is a holder of a registration certificate [18]-[19]. The Act provides for licensed individuals and corporations, and a corporate agent may perform relevant activities through others, subject to the Act's controls [20], [30].
The Court identified several separate forms of regulation. Section 97 restricts who may perform activities that require a property agent licence, subject to statutory permissions. Section 98 addresses a real estate agent employing or directly engaging a salesperson who lacks a registration certificate. Section 87 concerns reasonable steps for supervision and compliance in specified relationships. Other provisions provide penalties, offence consequences or disciplinary processes [22]-[27], [30]-[32].
The decision's contribution is its application of s 89 within that structure. The Court did not read s 89 as a general mechanism for making a licensed agent's commission depend on the licensing or registration status of every person in a sub-agency chain. Rather, it focused on the statutory conditions applicable to the claimant and found that Podium satisfied them [38], [40], [42]-[43].
The judgment does not establish that a principal agent can never be affected by conduct further down a contractual chain. It expressly notes that other provisions may apply to the individuals or sub-agents, and refers to injunction provisions concerning forms of involvement in contraventions [33], [42]. Nor does it decide all questions about when a licensee may be responsible for the conduct of a sub-agent or salesperson. Its holding is tied to s 89, the statutory scheme described, and the findings made in this proceeding.
No post-judgment treatment is included in the supplied judgment. As a result, this source does not show whether later courts have followed, applied, distinguished or otherwise treated the decision. It also does not support conclusions about the present state of later case law.
At [11], the Court said that statutory interpretation starts with the statutory text, while also considering context and purpose. In plain English, a provision is not read in isolation, but broad aims cannot replace the words Parliament enacted.
At [14], Bond JA identified the central problem with B Global's argument: it relied on a conception of legislative purpose framed too generally, so that the proposed purpose would detract from the words of s 89. Put simply, the Court considered that a broad appeal to consumer protection and regulatory purpose did not answer the specific question of who had to meet s 89's conditions.
At [30], the Court explained that a corporate licensee must act through people, but that this practical reality is regulated by other provisions. This explains why the Act's rules about corporate agents, staff and supervision had to be considered alongside s 89.
At [32], the Court described limits on the Act's use of “employ”. The definition covered certain employees and contractors but generally did not extend to the employees of a licensee's contractors or to subcontractors of those contractors. The passage matters because it undermined the claim that the legislation adopted a general rule making an agent responsible for everyone further down a contractual chain.
At [38], the Court recorded the primary judge's findings that Podium performed the effective activities, held a licence authorising them, and had been appointed by B Global. This passage identifies the factual and statutory basis for Podium satisfying s 89.
At [40], Bond JA said the text supported the primary judge's conclusion and that there was no support for a construction that would produce the contrary result. In ordinary terms, the Court did not find wording in s 89 that made Podium's entitlement turn on the individual salespersons' registration status.
At [42], the Court stated that it could not discern a general legislative purpose of attributing the salespersons' non-compliance to Podium when those salespersons were engaged by a sub-agent. The Court also distinguished possible consequences for the salespersons or sub-agents from the question whether Podium's commission was barred.
The decision is most directly relevant where a licensed corporate real estate agent claims remuneration for its own activities under an appointment, but persons further down a contractual chain are alleged to have performed sales-related work without the relevant licence or registration. The particular chain here was a developer, a licensed agent, licensed corporate sub-agents, and individual salespersons engaged by those sub-agents [2]-[4].
The case also involved findings that the developer had authorised or acquiesced in the use of sub-agents, that the agent itself performed activities that were effective causes of the sales, and that the agent met the express conditions in s 89 [36], [38]. Those features are important to the scope of the result. The Court did not decide the appeal on a factual basis that Podium had failed its own licensing, authorisation or appointment requirements.
The case is also relevant to statutory arguments that seek to extend a restriction on recovery beyond its express terms by relying on a broad regulatory purpose. The Court examined the surrounding provisions, including rules governing licensing, registration, supervision, engagement and discipline, rather than treating consumer protection as a freestanding reason to enlarge s 89 [16]-[33].
The decision does not resolve cases in which the claimant itself lacks a required licence, performs an activity outside its authority, or was not properly appointed. Nor does it determine the consequences of a different employment or engagement relationship, direct engagement by the claimant, or facts supporting an injunction or other statutory proceeding. Those circumstances were not the basis of the Court's holding.
The supplied judgment contains no account of later decisions applying or distinguishing this judgment. It was delivered on 13 February 2026, and the text provided ends with the Court of Appeal's orders and the concurring reasons of Boddice JA and Callaghan J [44]-[46]. On this source alone, later treatment cannot be reported.
The judgment itself applied the High Court's statutory-construction statements in SZTAL v Minister for Immigration and Border Protection and R v A2 [11], [13]. These are authorities the Court relied on in explaining the interpretive method; they are not later treatment of B Global. Bond JA also referred within the discussion of R v A2 to other authorities quoted or discussed there, but the judgment's stated framework and its application to s 89 are the relevant reasoning of this Court [13]-[14].
For a research record limited to this judgment, the accurate treatment entry is therefore that the later-court history is not ascertainable from the supplied text. No claims about subsequent approval, criticism, citation frequency or continuing authority follow from this document.
The decision leaves questions beyond the issue it had to decide. First, the judgment does not determine the consequences for the sub-agents or individual salespersons. It notes that the salespersons appeared to have committed offences, while the primary judge could not determine whether the sub-agents knew or ought to have known of their status [36]. The Court of Appeal observed that the salespersons or sub-agents could face consequences under other provisions, but did not decide any separate enforcement or disciplinary proceeding [42].
Second, the scope of responsibility under provisions such as ss 87 and 98 may depend on the particular employment, engagement, supervision and place-of-business facts. The primary judge lacked evidence about the contractual relationship between the sub-agents and salespersons [36]. The Court discussed how the Act's definition of “employ” operates, but did not resolve the precise relationship on the evidence available.
Third, the judgment mentions ss 191 and 192, which provide for injunction applications in specified circumstances involving contraventions or participation in them [33]. It did not determine whether those provisions applied to any party in this case.
Fourth, the decision does not address every possible construction of s 89 in a different factual or contractual arrangement. Its conclusion depended on Podium's own licence, authority, appointment and effective activities, together with the fact that the unregistered individuals were engaged by the sub-agents [38], [40], [42]. The decision should be read with those limits in view.
This is general legal information, not legal advice. Zoe can make mistakes. Before acting on this, relying on it, or using any draft, have a qualified Australian lawyer check it.
Source: Queensland Judgments (Supreme Court Library Queensland) (www.queenslandjudgments.com.au). Converted to plain text by ZoeLaw. Not the official version.
SUPREME COURT OF QUEENSLAND
CITATION: B Global (Aust) Pty Ltd v Podium Project Marketing Pty Ltd [2026] QCA 16
PARTIES: B GLOBAL (AUST) PTY LTD / ACN 664 677 136 / (appellant) / v / PODIUM PROJECT MARKETING PTY LTD / ACN 637 089 760 / (respondent)
FILE NO/S: Appeal No 66 of 2025 / DC No 1087 of 2022
DIVISION: Court of Appeal
PROCEEDING: General Civil Appeal
ORIGINATING COURT: District Court at Brisbane – [2024] QDC 219 (Barlow KC DCJ)
DELIVERED ON: 13 February 2026
DELIVERED AT: Brisbane
HEARING DATE: 15 May 2025
JUDGES: Bond JA, Boddice JA, Callaghan J
ORDER: Appeal dismissed with costs.
CATCHWORDS: PROFESSIONS AND TRADES – AUCTIONEERS AND AGENTS – REMUNERATION – RECOVERY BY UNLICENSED AGENT – where the appellant was a property developer, selling residential lots in a property development – where the appellant appointed the respondent as a non-exclusive agent to sell lots in the property development – where the respondent engaged various entities as sub-agents – where the sub-agents engaged individual salespersons, none of whom held a real estate agent’s licence – where the respondent sued the appellant for the recovery of commissions alleged to be owed to it – where the appellant denied liability for the commissions on the basis that the individual salespersons were not licensed real estate agents nor holders of registered certificates – where s 89 of the Property Occupations Act 2014 provides that a person must hold a property agent licence to be able to sue for, recover or keep a reward or expense for the performance of an activity as a property agent – where s 89 has to be construed with regard to its context and purpose – whether s 89 operated to disentitle the respondent from recovery – whether the respondent was entitled to remuneration for sales introduced by unregistered agents / Acts Interpretation Act 1954 (Qld), s 36, sch 1 / Property Occupations Act 2014 (Qld), s 12, s 24, s 26, s 55, s 84, s 87, s 89, s 90, s 91, s 97, s 98, sch 2 / R v A2 (2019) 269 CLR 507; [2019] HCA 35, applied / SZTAL v Minister for Immigration and Border Protection (2017) 262 CLR 362; [2017] HCA 34, applied
COUNSEL: D D Keane KC, with R L McDermott, for the appellant / G D Beacham KC, with J D Byrnes, for the respondent
SOLICITORS: Astill Cronin Lawyers for the appellant / Clayton Utz for the respondent
BOND JA: The appellant was a property developer corporation which sought to sell residential lots in a property development at North Ipswich. It is convenient to refer to the appellant as “the Developer”.
The Developer appointed the respondent as a non-exclusive agent “to sell” lots in the property development. The terms of the appointment provided that the respondent was entitled to an agreed commission “if the agent is the effective cause of sale”. The respondent was a corporation and it and its director each held at all material times a real estate agent’s licence under the Property Occupations Act 2014 (Qld) (the Act). It is convenient to refer to the respondent as “the Agent”.
The Agent planned to perform its agency by engaging various entities to act as sub-agents who would then on-sell the properties to their customers. For each particular sale so arranged, the Agent contemplated that it would receive its commission under the terms of the agreement with the Developer and would then pay a fee to the sub-agent for the sale.
The Agent followed this process and for the purpose of selling lots in the development engaged two sub-agents who were corporations. Each of the sub-agents and their directors also held a real estate agent’s licence under the Act. Each of those sub-agents engaged individual salespersons to operate under the sub-agent’s real estate agent’s licence. Those individual salespersons were the natural persons who liaised with potential buyers of the lots and so procured the purchasers of the lots. None of those salespersons had a real estate agent’s licence. Nor did any of them hold a registration certificate under the Act.
The proceeding below arose when the Agent sued the Developer for the recovery of commissions alleged to be owed to it consequent upon bringing about various contracts of sale of lots in the development. The Developer denied that it was liable to pay the claimed commissions and counter-claimed for the return of commissions. First, it contended that the Agent was not the effective cause of the relevant sales. Second it contended that the Agent was not entitled either to claim or to retain commissions on sales because the individual salespersons involved in effecting the sales were not themselves licensed real estate agents nor were they the holders of registered certificates.
When advancing the second contention the Developer relied principally on the terms of s 89 of the Act:
“Restriction on recovery of reward or expense—no proper authorisation etc.
A person is not entitled to sue for, recover or keep a reward or expense for the performance of an activity as a property agent … unless, at the time the activity was performed, the person—
either—
if the person performed an activity as a property agent—held a property agent licence; or
…; and
was authorised under the person’s licence to perform the activity; and
was properly appointed under part 4 by the person to be charged with the reward or expense.
A person who sues for, recovers or keeps a reward or expense for the performance of an activity as a property agent or resident letting agent other than as provided by subsection (1) commits an offence.
Maximum penalty for subsection (2)—200 penalty units.”
The primary judge resolved both contentions in favour of the Agent with the result that the Agent succeeded on its claim and the Developer failed on its counterclaim. The primary judge gave judgment for the Agent in the sum of $253,000 plus interest and costs.
By the present appeal the Developer does not seek to disturb the primary judge’s finding in relation to the first ground which it had advanced below. However, the Developer does seek to reverse the primary judge’s finding in relation to the second ground, arguing that, in light of the involvement of unlicenced and unregistered salespersons in bringing about the sales, s 89 of the Act operates to disentitle the Agent from recovery.
For reasons which follow I am not persuaded that s 89 has the operation for which the Developer contends. The appeal should be dismissed with costs.
The proper approach to statutory construction
The proper approach to statutory construction is not in doubt.
In SZTAL v Minister for Immigration and Border Protection,1 Kiefel CJ, Nettle and Gordon JJ stated:
“The starting point for the ascertainment of the meaning of a statutory provision is the text of the statute whilst, at the same time, regard is had to its context and purpose. Context should be regarded at this first stage and not at some later stage and it should be regarded in its widest sense. This is not to deny the importance of the natural and ordinary meaning of a word, namely how it is ordinarily understood in discourse, to the process of construction. Considerations of context and purpose simply recognise that, understood in its statutory, historical or other context, some other meaning of a word may be suggested, and so too, if its ordinary meaning is not consistent with the statutory purpose, that meaning must be rejected.” (footnotes omitted).
The statement of the importance of the statutory text is not a direction to embrace unthinking literalism. Neither is the statement of the importance of context and purpose a direction to embrace unfounded purposivism.
Thus in R v A2 the High Court observed:2
“… Context is to be understood in its widest sense. It includes surrounding statutory provisions, what may be drawn from other aspects of the statute and the statute as a whole. It extends to the mischief which it may be seen that the statute is intended to remedy. ‘Mischief’ is an old expression. It may be understood to refer to a state of affairs which to date the law has not addressed. It is in that sense a defect in the law which is now sought to be remedied. The mischief may point most clearly to what it is that the statute seeks to achieve.
This is not to suggest that a very general purpose of a statute will necessarily provide much context for a particular provision or that the words of the provision should be lost sight of in the process of construction. These considerations were emphasised in the decisions of this Court upon which the Court of Criminal Appeal placed some weight.
The joint judgment in Alcan (NT) Alumina Pty Ltd v Commissioner of Territory Revenue rejected an approach which paid no regard to the words of the provision and sought to apply the general purpose of the statute, to raise revenue, to derive a very different meaning from that which could be drawn from the terms of the provision. The general purpose said nothing meaningful about the provision, the text of which clearly enough conveyed its intended operation. Similarly, in Saeed v Minister for Immigration and Citizenship the court below was held to have failed to consider the actual terms of the section. A general purpose of the statute, to address shortcomings identified in an earlier decision of this Court, was not as useful as the intention revealed by the terms of the statute itself. In Baini v The Queen, it was necessary to reiterate that the question of whether there had been a ‘substantial miscarriage of justice’ within the meaning of the relevant provision required consideration of the text of the provision, not resort to paraphrases of the statutory language in extrinsic materials, other cases and different legislation.
These cases serve to remind that the text of a statute is important, for it contains the words being construed, and that a very general purpose may not detract from the meaning of those words. As always with statutory construction, much depends upon the terms of the particular statute and what may be drawn from the context for and purpose of the provision.
None of these cases suggest a return to a literal approach to construction. They do not suggest that the text should not be read in context and by reference to the mischief to which the provision is directed. They do not deny the possibility, adverted to in CIC Insurance Ltd v Bankstown Football Club Ltd, that in a particular case, ‘if the apparently plain words of a provision are read in the light of the mischief which the statute was designed to overcome and of the objects of the legislation, they may wear a very different appearance’. When a literal meaning of words in a statute does not conform to the evident purpose or policy of the particular provision, it is entirely appropriate for the courts to depart from the literal meaning. A construction which promotes the purpose of a statute is to be preferred.”
The statutory regime
It is appropriate to outline some parts of the operation of the statutory regime created by the Act. For obvious reasons, the outline which follows will focus primarily on the operation of the regime in relation to real estate agents, rather than to the auctioneers and residential letting agents to which it also applies. Some other parts of the Act which are not relevant for present purposes, will not be outlined.
The objects of the Act are relevantly stated in s 12 as follows:
“(1) The objects of this Act are—
to provide a system for licensing and regulating persons as property agents … and for registering and regulating persons as real estate salespersons that achieves an appropriate balance between—
the need to regulate for the protection of consumers; and
the need to promote freedom of enterprise in the market place; and
to provide a way of protecting consumers against particular undesirable practices associated with the promotion of residential property.
The objects are to be achieved by—
ensuring—
only suitable persons with appropriate qualifications are licensed or registered; and
persons who carry on business or are in charge of a licensee’s business at a place under the authority of a licence maintain close personal supervision of the way the business is carried on; and
providing—
protection for consumers in their dealings with licensees and their employees; and
a legislative framework within which persons performing activities for licensees may lawfully operate; and
regulating fees and commissions that can be charged for particular transactions; and…”
Section 12 contemplates that the consumer protection goals of the Act are achieved by having a regulatory system which provides for licensing of “property agents” and for registration of “real estate salespersons”.
As to property agents:A “property agent” is an “auctioneer” or a “real estate agent”: s 15.A “real estate agent” is a person who holds a “real estate agent licence” authorising the performance of the activities mentioned in s 26: s 16.The system for licensing of property agents is provided for in parts 2 to 4 of the Act.
As to real estate salespersons:A “real estate salesperson” is the holder of a registration certificate that is in force: schedule 2 dictionary.Unless constrained by a condition, a registration certificate authorises the holder of the certificate to perform any activity that may be performed by the real estate agent who employs the holder: s 115.The system for issuing registration certificates to eligible individuals is provided for in part 5 of the Act.
Part 2 of the Act contains the provisions governing licensing of property agents. Notably:Section 24 of the Act provides for three categories of licence: an auctioneer licence; a real estate agent licence and a resident letting agent licence. The term “property agent licence” is defined in the schedule to encompass the first two categories of licence. So long as they meet the relevant suitability and eligibility requirements set out in the Act, both individuals (ss 34 and 45(1) and (2)) and corporations (ss 35 and 45(3) and (4)) may hold property agent licences (and therefore real estate agent licences). A corporation is eligible to obtain a real estate agent licence only if a person in charge of the corporation’s real estate agency business is a real estate agent (s 45(4)).Section 26(1) in turn provides that the holder of a “real estate agent licence” is authorised to perform four types of listed activities “as an agent for others for reward.” The listed activities which are relevant for present purposes are those of buying, selling, and negotiation for the buying and selling of real property. Section 26(2) provides that a real estate agent may perform the listed activities “in the carrying on of a business, either alone or with others, or as an employee of someone else.”
Part 3 of the Act applies to property agents generally and seeks to regulate the conduct of such agents in three ways.
First, part 3 contains provisions which mandate or prohibit specified behaviour and create penalties and offences for non-compliance. Relevantly:Section 84 regulates who can be in charge of a property agent’s business at particular places and imposes penalties for individuals and corporations who fail to comply.Section 88 prohibits a property agent who sells property for the payment of a commission from claiming commission worked out on an amount which is more than the actual sale price of the property and imposes a penalty for non-compliance.Section 89(2) imposes a penalty for anyone who sues for, recovers or keeps a reward or expenses for the performance of an activity as a property agent other than as permitted in s 89(1).Section 90(3) imposes a penalty for anyone who sues for, recovers or keeps a reward or expenses for the performance of an activity as a property agent other than as permitted in ss 90(1) or (2).Section 94(1) requires property agents to notify the chief executive of relevant changes to the agent’s principal place of business or of the opening or closure of any place where the agent carries on business. The notice must be given within a specified time frame and a penalty is imposed for non-compliance. A similar obligation and penalty is imposed on property agents who are employed licensees in relation to change of business address by s 94(2).Section 95 regulates the manner of display and publication of a licensee’s name and imposes a penalty for non-compliance.Section 97 prohibits a person who is acting as a property agent or, as an agent for someone else for reward, from performing an activity that may be done under the authority of a property agent licence unless the person holds a relevant licence authorising the act or is otherwise permitted to do so under the Act or another Act and imposes penalties or imprisonment for non-compliance.Section 98 provides that a real estate agent must not –employ, as a real estate salesperson, a person the agent knows, or ought to know, does not hold a registration certificate and imposes a penalty for non-compliance; ordirectly engage an independent contractor as a real estate salesperson unless the independent contractor holds a property agent licence and imposes a penalty for non-compliance,
and imposes penalties for non-compliance.
Second, part 3 contains provisions which impose adverse pecuniary consequences for those who have not complied with particular provisions of the Act. Thus:Section 89, quoted at [6] above, disentitles a person from suing for, recovering or keeping a reward or expense for the performance of an activity as a property agent in the circumstances there specified.Section 90(1) disentitles a person from suing for, recovering or keeping a reward for the performance of an activity as a property agent that is more than the amount stated in the agent’s appointment under s 102.Section 90(2) disentitles a person from suing for, recovering or keeping expenses for the performance of an activity as a property agent that are more than the amount of the expenses stated in the agent’s appointment under s 102.Section 91 requires a court who convicts a person of an offence against ss 88(2), 89(2) or 90(3) to repay the client if the court is satisfied that the person has recovered or retained from the client an amount to which the person was not entitled.
Finally, part 3 also mandates other behaviour but without specifying that non-compliance gives rise to an offence, a penalty, or other specific pecuniary consequence. In that circumstance, non-compliance is left to be dealt with by the possibility of the commencement of disciplinary proceedings in the Queensland Civil and Administrative Tribunal (QCAT) against the non-compliant person. Thus, s 87 obliges a real estate agent –who is a “principal licensee” (defined in sch 2 as “a licensee who carries on business under the licensee’s licence on the licensee’s own behalf”); orwho is an “employed licensee” (defined in sch 2 as “a licensee who performs the activities of a licensee as the employee of another person”) in charge of a licensee’s business at a place of business,
to take reasonable steps to ensure each relevant real estate salesperson employed by the agent or at the place of business is properly supervised and complies with the Act and subjects a non-compliant person to the possibility of disciplinary action under part 9.3
Part 4 operates to require property agents to ensure that they have been appointed in writing by a document which has a specified content. Section 102 prohibits property agents from acting as such unless they are rendered subject to an appointment which is in writing and which complies with part 4 division 2 and s 109 and imposes a penalty for non-compliance. Provisions specifying the content of the appointment are set out in ss 102(5), 103, 104, 105, 106 and 108. Section 109 requires the appointment to be signed and dated by both the client and the agent and that a copy is given to the client. A penalty is imposed for non-compliance.
Part 5 covers the system for registration of real estate salespersons.
Part 9 provides for disciplinary proceedings in QCAT. Relevantly:Section 171 confers jurisdiction on QCAT to hear and decide disciplinary proceedings involving real estate agent licence holders or real estate salespersons.Section 172 list the grounds on which the chief executive might start such a proceeding against a licensee or real estate salesperson under section 173. Without being exhaustive, the grounds include:having been convicted of an indictable offence or an offence against the Act;contravention or breach of the Act;not being a suitable person to hold a licence;having been incompetent or having acted in an unprofessional way in carrying on business or performing an activity;failing to ensure employed licensees or real estate salespersons or employees under the licensee’s supervision were properly supervised or complied with the Act;for a real estate salesperson: not being eligible to be employed as such or having been incompetent or having acted in an unprofessional way in performing an activity of a licensee.Section 186 sets out the type of orders which QCAT is authorised to make against a person in relation to whom QCAT finds grounds exist to take disciplinary action under this Act. Without being exhaustive, the types of order include:reprimanding the person;paying a fine to the State;paying compensation to a person;disqualification from holding a licence or registration certificate, whether permanently or for a specified period;an order that the person’s licence or registration certificate is cancelled, or suspended for a specified period;an order imposing or amending or revoking the conditions of the person’s licence or registration certificate.
It is not presently necessary to outline parts 6 to 8 or 10 to 12.
Some important points may now be made in order to understand the ambit of the authorisation and permission set out in s 26 and the manner of its regulation by the Act.
First, because a corporation may hold a real estate agent licence, and corporations can only act by employees or other agents, it is implicit in s 26 that a corporation which is a real estate agent licence holder is authorised and permitted to perform the listed activities by having others perform the activities on its behalf. But the manner by which a corporate real estate agent may have relevant activities performed by others is also the subject of other regulation in the Act. Thus:Section 55 provides that a corporation may perform an activity under its real estate agent licence only if the activity “may be performed by” (which in context should be understood as “may permissibly be performed by”) –a licensed person who is in charge of the corporation’s business; ora person permitted under section 84(2)(b)(ii)(B) to be in charge of a particular place (namely a real estate agent who is an individual, or a real estate salesperson whose registration certificate is not subject to any conditions), if the activity is performed at that place.As already mentioned, s 87 sets out certain obligations to take reasonable steps to ensure each relevant real estate salesperson employed by the agent or at the place of business is properly supervised and complies with the Act and subjects a non-compliant person to the possibility of disciplinary action under part 9.As already mentioned, s 97 relevantly prohibits a person acting as a property agent unless they hold a relevant licence and imposes penalties for noncompliance.As already mentioned, s 98 prohibits a real estate agent from employing or directly engaging as an independent contractor a real estate salesperson if the agent has actual or constructive knowledge the salesperson does not hold a registration certificate and imposes penalties for non-compliance.
“(a) engage on a contract for services or commission and use the services of, whether or not for reward; and
directly engage a person as an independent contractor; and
engage a person from a labour hire provider;” and
Section 32 of the Acts Interpretation Act 1954 (Qld) provides that “[i]f an Act defines a word or expression, other parts of speech and grammatical forms of the word or expression have corresponding meanings.” Section 36 and schedule 1 of the Acts Interpretation Act 1954 provide that “person” includes an individual and a corporation.
Accordingly, references in the Act to “employee” will be taken to include persons who are employees in the ordinary sense in that they are engaged on a contract of service, but will also be taken to include persons who would not ordinarily be so regarded because they are individuals or corporations engaged on a contract for services as independent contractors.
Third, the appreciation of the first and second points above reveals some limitations on the extent to which it might be thought that there is a general legislative purpose to attribute to a property agent responsibility for the conduct of those below it in a contractual chain. Thus:The definition of the verb “employ” encompasses a property agent’s employees (in the common law sense) and also extends to encompass a property agent’s contractors (i.e. those covered by subparagraphs (a) and (b) of the definition). But, with only one arguable exception, the definition does not extend to the employees of the property agent’s contractors or to subcontractors of the property agent’s contractors. The arguable exception is subparagraph (c) of the definition which may well encompass a situation where the property agent only has a contractual relationship with the labour hire provider.Accordingly, a principal licensee’s s 87(1) obligations in relation to taking reasonable steps concerning supervision and ensuring compliance of real estate salespersons extends only to real estate salespersons who the principal licensee employs. Given the definition of “employ” the evident legislative purpose is not to extend that obligation to real estate salespersons who might be regarded to be employed by a sub-agent. The obligation would be one imposed only on the sub-agent.An employed licensee’s s 87(2) obligations in relation to taking reasonable steps concerning supervision and ensuring compliance of real estate salespersons extends only to such persons “employed at” the relevant place of business. Again, the limitation would not justify a conclusion that there is a general legislative purpose to extend the obligation to all real estate salespersons who might be regarded to be employed by a sub-agent.The s 98 obligation concerning real or constructive knowledge of whether a real estate salesperson has a registration certificate is expressed only to extend to real estate salespersons who are employees or who directly engaged independent contractors.
Fourth, on the other hand, and lest it be thought that the above-mentioned limitations might provide an avenue for an unscrupulous actor to set up structures aimed at evading the operation of the statute, mention should be made of the possibility, provided for in ss 191 and 192 that the chief executive or an aggrieved person may apply to the District Court for an injunction against a person who has engaged in or is proposing to engage, in conduct that constitutes or would constitute –a contravention of the Act or a prescribed conduct provision; orattempting to contravene the Act or a prescribed conduct provision; oraiding, abetting, counselling or procuring another person to contravene the Act; orinducing or attempting to induce, whether by threats, promises or otherwise, another person to contravene the Act; orbeing in any way, directly or indirectly, knowingly concerned in, or party to, the contravention by another person of the Act; orconspiring with other persons to contravene the Act.
Did s 89 of the Act disentitle the Agent from its commission?
Pursuant to the sub-agency agreements to which reference has earlier been made, the sub-agents identified buyers for 33 lots which resulted in the Developer entering into sales contracts for those lots. Of those lots, 12 were the subject of the Agent’s claim before the primary judge for commission and the remaining 21 were the subject of the Developer’s counterclaim for recovery of commissions.
Putting to one side the question of the operation of s 89, in order to establish a prima facie entitlement to recovery of its commission for the sales, the Agent had to demonstrate that it was the effective cause of the sales.
In the course of his analysis leading up to the conclusion that the Agent had established that it was the effective cause, the primary judge made these findings, none of which are challenged on this appeal:The Developer had authorised, impliedly or by acquiescence, the use by the Agent of sub-agents to secure contracts for the sale of the lots that were the subject of the Agent’s appointment.It was neither a term to be implied into the Agent’s appointments by the Developer, nor was it a condition of the Developer’s agreement or acquiescence in the appointment of sub-agents, that salespersons engaged by the sub-agents hold a real estate agent’s licence or a registration certificate as a real estate salesperson.There was an absence of evidence as to the nature of the contractual relationship between the sub-agents and the individual salespersons. It was not possible to determine whether they were employees4 of the sub-agents or independent contractors engaged by them.Either the sub-agents or the salespersons located the buyers. The salespersons then dealt with the buyers, assisted the buyers to complete the expressions of interest and to pay the initial deposits, presumably gave the expressions of interest to the sub-agents or themselves uploaded them to the Agent’s online site and obtained the buyers’ signatures on the contracts when they were produced. Each of those activities contributed effectively to the sales occurring.It seemed clear that, not being registered or licensed, the individual salespersons had committed offences under the Act. It was not clear whether the sub-agents knew or ought to have known that the salespersons were neither registered nor licensed.By providing details of the project and the lots to its sub-agents, by setting up its website so that documents could be (and were required to be) lodged online and by then liaising between its sub-agents and the Developer, the Agent’s activities, as well as those of its sub-agents (through the salespersons and other employees involved in the processes), led to the introduction to the Developer of persons who became buyers and were necessary steps in securing the sales.The Agent’s activities constituted causal links between the seller and the buyers. The fact that the buyers were located by the sub-agents (which were consequently themselves also effective causes of the sales) did not mean that the Agent was not also an effective cause of the sales.The Developer argued that the conduct of the use by the sub-agents of unregistered salespersons could not be the effective cause of sale because the salespersons were not authorised by law to undertake their tasks. However, this submission had little or no application, because the Agent did not rely on the salespersons’ activities as constituting activities of the Agent that were the effective cause of sale. The primary judge concluded that submission should be addressed in the context of consideration of the Developer’s reliance on s 89.
“A person is not entitled to sue for, recover or keep a reward or expense for the performance of an activity as a property agent … unless, at the time the activity was performed, the person—
either—
if the person performed an activity as a property agent—held a property agent licence; or
… and
was authorised under the person’s licence to perform the activity; and
was properly appointed under part 4 by the person to be charged with the reward or expense.”
The primary judge found that the Agent had performed the activities which were effective causes of the sales. At the times it performed those activities, it held a property agent’s licence under which it was authorised to perform the activities, and it had been and remained appointed by the Developer as its real estate agent to sell the lots. It complied with each of the requirements of s 89, thus (subject to any other disentitling section) entitling it to sue for, recover or keep a reward (commission under the respective appointments) for the performance of those activities. The primary judge also found that the Agent had complied with s 97 because the activities it performed as an agent for the Developer were activities authorised under the property agent’s licence that it held.
The primary judge then turned to address the Developer’s submission he had earlier referred to, that the conduct of the use by the sub-agents of unregistered salespersons could not be the effective cause of sale because the salespersons were not authorised by law to undertake their tasks. The primary judge acknowledged that if it were not for the salesperson’s activities the Agent’s activities would not have been effective causes of the sales, but did not find that conclusion to be relevant to the question whether s 89 operated to disentitle the Agent from its commissions. The primary judge thought that the Act provided “alternative sanctions for different breaches”. His Honour concluded:
“Section 89 is not drawn so as to prohibit the payment of commissions to a person where any activities leading to a sale were performed by another person, whether or not employed by the first person, who was not, at the time of performing the activities, the holder of a property agent’s licence or a salesperson’s registration certificate. Had it intended to extend the prohibition to those circumstances, Parliament could have done so. It has not.
[The Agent] does not appear to have committed any offences and, as I have held, it met all the requirements to be entitled to payment for its services under the appointments. The fact that its sub-agents engaged unregistered salespersons to perform their activities does not affect [the Agent’s] entitlement to be paid.
My conclusion is therefore that, on a proper construction of the Act, the prohibition in s 89 does not apply to [the Agent], so it is entitled to recover and keep the commissions payable to it by [the Developer] for its activities in securing buyers of the relevant lots.”
The text of s 89 supports the conclusion which the primary judge reached. Section 89 disentitles a person from an entitlement of a particular character which the person might otherwise have, unless the person asserting the entitlement can establish each of the three matters specified in subparagraphs (a), (b) and (c). In the present case the Agent was asserting such an entitlement and the primary judge correctly found that the Agent had established each of the three relevant matters. There is simply no support for any construction of the text used in s 89 of the Act which justifies a contrary conclusion.
The Developer advanced two grounds of appeal as follows:
“1.The learned trial judge erred in law by finding that section 89 of the Property Occupations Act 2014 (Qld) did not preclude recovery or retention of commission in the circumstances when the salespersons engaged by [the Agent] were neither registered or licensed.
2.The learned trial judge erred in law by finding that the Respondent was lawfully entitled to undertake the activities performed pursuant to section 26 of the Property Occupations Act 2014 (Qld) in circumstances where the salespersons engaged by [the Agent] were neither registered or licensed.”
Conclusion
On its proper construction s 89 did not operate to disentitle the Agent from suing for, recovering or keeping the commission to which the primary judge found it was otherwise entitled.
The appeal must be dismissed with costs.
BODDICE JA: I agree with Bond JA.
CALLAGHAN J: For the reasons explained by Bond JA, I agree that the appeal should be dismissed with costs.
SZTAL v Minister for Immigration and Border Protection (2017) 262 CLR 362 at [14]. ↩
R v A2 (2019) 269 CLR 507 at [33] to [37] per Kiefel CJ and Keane J with whom Nettle and Gordon JJ agreed (at [148]) (footnotes omitted). ↩
Section 87(3) provides that a real estate agent who fails to comply with the obligation in ss 87(1) or (2) is liable to disciplinary action under part 9. ↩
It was obvious that the primary judge was using this term in the common law sense, not the extended sense used in the Act. ↩
B Global (Aust) Pty Ltd
Podium Project Marketing Pty Ltd [2026] QCA 16
(2019) 269 CLR 507
(2017) 262 CLR 362
Appeal dismissed with costs. The primary judge's judgment for the Agent, including the award of $253,000 plus interest and costs, remained undisturbed [7], [44].
Second, for the purposes of the Act the employer/employee relationship extends to encompass relationships other than those which the common law would regard as relationships of master and servant. Thus:Schedule 2 of the Act defines the verb “employ” to include:
It is appropriate to recapitulate the relevant text of s 89: