CHRISTIDIS -v- CHRISTIDIS [2025] WASC 419 (2 October 2025)

1. The plaintiff relies upon the following in support of the orders she seeks:

(1) her affidavit sworn on 26 September 2025 (Christidis Affidavit);

(2) certificate of urgency dated 26 September 2025;

(3) consent to act as receiver signed by Gregory Bruce Dudley dated 26 September 2025;

(4) consent to act as receiver signed by Jerome Hall Mohen dated 26 September 2025;

(5) affidavit of service of James Harrison Maddeford sworn 1 October 2025 (Maddeford Affidavit); and

(6) outline of written submissions filed 1 October 2025.

1. On 18 September 2025, Gething J made orders in the Liquidation Proceeding that the plaintiff have leave to use the following documents in any future proceeding commenced in this court to appoint a receiver over the Partnership:

(1) affidavit of Hayley Brooke Christidis sworn on 12 August 2025; and

(2) the report of the provisional liquidators dated 10 September 2025.

1. Both of these documents are annexed to the Christidis Affidavit.

1. The factual background is set out by Gething J at [9] - [20] in the Liquidation Proceeding Decision. I incorporate those paragraphs without repeating them.
2. The following have occurred since the Liquidation Proceeding. First, the plaintiff has discovered that the Partnership existed and that she was a partner, together with the defendant, of the Partnership.
3. Second, the defendant returned to Australia on 29 August 2025 and has since been treated in hospital for a mental health condition.
4. Third, on 10 September 2025, the provisional liquidators prepared a report to the court for the purposes of the Liquidation Proceeding which states that:

(1) the Partnership:

(a) has its own ABN and has been registered for GST since 2016;

(b) holds a bank account with Commonwealth Bank of Australia;

(c) has at least 5 security interests registered against the Partnership's ABN by various parties;

(d) has potential and significant trade debtors;

(e) potentially holds assets including but not limited to the following;

(i) a caravan (which is likely financed with the amounts owing unknown);

(ii) plant and equipment (some of which may be subject to security interests with the amounts owing unknown);

(iii) stock (being bottled wine that is ready for sale and consumption);

(f) has unsecured creditor claims in the amount of $52,685;

(2) the affairs, including the assets and liabilities, of Chalari Wines and the Partnership are comingled; and

(3) Chalari Wines is likely to be insolvent.

1. On 30 September 2025, the defendant was served with the originating summons, the Christidis Affidavit, the consent of the proposed receivers, a certificate of urgency and notice that the matter was listed to be heard in this court on 2 October 2025.[2]
2. On 30 September 2025, the defendant emailed the solicitors for the plaintiff and advised that he consented to the orders sought by the plaintiff.[3]

1. The court has the power to decree dissolution of a partnership. A number of specified circumstances are set out in the Partnership Act 1895 (WA) (Act), including those provided for in subsections (f) and (g):
   1. Dissolution by court

On application by a partner the court may decree a dissolution of the partnership in any of the following cases -

...

(f) when the business of the partnership can only be carried on at a loss;

(g) whenever in any case whatever circumstances have arisen which, in the opinion of the court, render it just and equitable that the partnership be dissolved.

1. As to what follows the dissolution of a partnership, s 50 of the Act provides that:

On the dissolution of a partnership every partner is entitled, as against the other partners in the firm, and all persons claiming through them in respect of their interests as partners, to have the property of the partnership applied in payment of the debts and liabilities of the firm, and to have the surplus assets after such payment applied in payment of what may be due to the partners respectively, after deducting what may be due from them as partners to the firm; and for that purpose any partner or his representatives may, on the termination of the partnership, apply to the Court to wind up the business and affairs of the firm.

1. I am satisfied that the Partnership ought to be dissolved by the court pursuant to s 46 (f) of the Act as it can only be carried on at a loss because:

(1) the Partnership has significant liabilities;

(2) the assets of the Partnership are insufficient to meet the Partnership's liabilities;

(3) the Partnership is not currently trading and the defendant, who is the person responsible for managing the business of the Partnership, is unable to conduct the business of the Partnership; and

(4) the affairs of the Partnership and Chalari Wines are co-mingled and the fact that Chalari Wines is likely insolvent is an indicator that the Partnership is also likely insolvent.

1. Further, I am also satisfied, for the same reasons I have just set out, that the Partnership ought be dissolved by the Court pursuant to s 46(g) of the Act. Another relevant factor is that both partners in the Partnership, that is the plaintiff and the defendant, agree that the Partnership should be dissolved.

1. Section 25(9) of the Supreme Court Act 1935 (WA) provides that a judge of the court may appoint a receiver where it is appears to the judge that it is just and convenient that such an order should be made.
2. Order 51 of the Rules of Supreme Court 1971 (WA) sets out the matters to be considered in relation to the appointment of receivers.
3. I am satisfied that it is just and convenient that receivers and managers be appointed over the Partnership for the following reasons:

(1) the defendant is the partner responsible for managing and conducting the business of the Partnership - due to his ill health, he is currently unable to do so;

(2) receivers and managers are required to be appointed to ascertain the full financial position of the Partnership; and

(3) receivers and managers are necessary to facilitate the realisation of the assets of the Partnership to meet the Partnership's existing liabilities.

1. It is appropriate that the provisional liquidators of Chalari Wines are appointed as receivers and managers of the Partnership given the co‑mingling of the affairs of the Partnership and Chalari Wines.

1. The Partnership which traded from 1 January 2016 be dissolved, pursuant to section 46(f) and (g) of the Partnership Act 1895 (WA), as from the date of this order.

1. The Court hereby appoints as Joint and Several Receivers and Managers of the Partnership, Mr Gregory Bruce Dudley and Jerome Hall Mohen of RSM Partners (Receivers and Managers).

(a) get in, collect and receive all property of the Partnership;

(b) manage the business of the Partnership pending sale of all the assets of the business (whether or not it is Partnership asset);

(c) for the purpose of managing the business, conduct any banking associated with the business and have authority to operate the bank accounts operated by or on behalf of the Partnership;

(d) sell the assets of the business by auction, treaty, tender or expression of intent as the Receivers and Managers shall determine;

(e) shall prepare final accounts for the receivership as from the date of these orders to the date of the final distribution to be made under order 3(f) herein , and provide copies of such accounts to each of the former partners which shall stand as prima facie accounts of the winding up subject to the right of any former partner to apply to the Court within 21 days of receipt of copies of the accounts to object upon notice to the other former partners;

(f) subject to any further order of the Court, thereafter distribute the assets of the Partnership in accordance with section 57 of the Partnership Act 1895 (WA);

(g) subject to any further order of the Court, pay the distribution to any former partner under section 57 of the Partnership Act 1895 (WA) to his or her assignee or nominee upon any former partner giving notice in writing to the Receivers and Managers of the assignment or nomination.

1. The Receivers and Managers may engage an agent or agents including a property manager, accountant, solicitor, real estate agent and/or conveyancing agent, to assist him in the conduct of the business of the Partnership, and the conduct of the sale of the assets of the business.

1. The Receivers and Managers be remunerated from the assets of the business, including any income stream from the trading of the business, on a time cost basis at the hourly rates annexed to the consents to act as receivers and managers, and such claim for remuneration to be submitted to the former partners and, if demanded by any of the former partners in writing within 14 days from the notification of the claim for remuneration, submitted for approval by a Registrar of the Supreme Court, otherwise the Receivers and Managers be authorised to draw the remuneration sought plus disbursements and GST.

1. The costs of this application be fixed in the sum of $1,960 and may be paid out of the assets of the Partnership.

1. The parties and the Receiver and Manager have liberty to apply in respect of orders 2 to 5.

I certify that the preceding paragraph(s) comprise the reasons for decision of the Supreme Court of Western Australia.

[1] Christidis v Chalari Wines Pty Ltd [2025] WASC 330 (Liquidation Proceeding Decision).