DJD Trading Pty Ltd v Paule [2025] FCA 1627

1. List the matter for case management before the General Duty Judge at ____ on ________ November 2025.
2. Grant liberty to apply on short notice in writing specifying the relief sought.
3. The Respondent to pay the Applicant's costs of the interim application, as agreed or assessed.
4. Any other orders that the Court sees fit.

Note: Entry of orders is dealt with in Rule 39.32 of the Federal Court Rules 2011.

(A) REFUSE OR NEGLECT TO DO ANY ACT WITHIN THE TIME SPECIFIED IN THE ORDER FOR THE DOING OF THE ACT; OR

(B) DISOBEY THE ORDER BY DOING AN ACT WHICH THE ORDER REQUIRES YOU NOT TO DO,

YOU WILL BE LIABLE TO IMPRISONMENT, SEQUESTRATION OF PROPERTY OR OTHER PUNISHMENT.

ANY OTHER PERSON WHO KNOWS OF THIS ORDER AND DOES ANYTHING WHICH HELPS OR PERMITS YOU TO BREACH THE TERMS OF THIS ORDER MAY BE SIMILARLY PUNISHED.

This is a 'freezing order' made against you on 6 November 2025 by Justice Needham at a hearing after the Court was given the undertakings set out in Schedule A to this order and after the Court read the affidavits listed in Schedule B to this order.

1. The application for this order is made returnable immediately.
2. Subject to the next paragraph, this order has effect until 5pm on the day that final orders are made disposing of proceedings NSD1004/2025 and NSD1005/2025 in the Federal Court of Australia.
3. Anyone served with or notified of this order, including you, may apply to the Court at any time to vary or discharge this order or so much of it as affects the person served or notified.
4. In this order:

(a) 'applicant', if there is more than one applicant, includes all the applicants;

(b) 'you', where there is more than one of you, includes all of you and includes you if you are a corporation;

(c) 'third party' means a person other than you and the applicant;

(d) 'unencumbered value' means value free of mortgages, charges, liens or other encumbrances.

1. (a) If you are ordered to do something, you must do it by yourself or through directors, officers, partners, employees, agents or others acting on your behalf or on your instructions.

(b) If you are ordered not to do something, you must not do it yourself or through directors, officers, partners, employees, agents or others acting on your behalf or on your instructions or with your encouragement or in any other way.

1. (a) You must not remove from Australia or in any way dispose of, deal with or diminish the value of any of your assets in Australia ('Australian assets') up to the unencumbered value of AUD$28,000,000 ('the Relevant Amount').

(b) If the unencumbered value of your Australian assets exceeds the Relevant Amount, you may remove any of those assets from Australia or dispose of or deal with them or diminish their value, so long as the total unencumbered value of your Australian assets still exceeds the Relevant Amount.

(c) If the unencumbered value of your Australian assets is less than the Relevant Amount, and you have assets outside Australia ('ex-Australian assets'):

(i) You must not dispose of, deal with or diminish the value of any of your Australian assets and ex-Australian assets up to the unencumbered value of your Australian and ex-Australian assets of the Relevant Amount; and

(ii) You may dispose of, deal with or diminish the value of any of your ex-Australian assets, so long as the unencumbered value of your Australian assets and ex-Australian assets still exceeds the Relevant Amount.

(i) all your assets, whether or not they are in your name and whether they are solely or co-owned;

(ii) any asset which you have the power, directly or indirectly, to dispose of or deal with as if it were your own (you are to be regarded as having such power if a third party holds or controls the asset in accordance with your direct or indirect instructions); and

(iii) the following assets in particular:

1. the property known as 63 Albany Road, Toorak VIC, identified as Volume 12160 of folio 058;
2. the motor vehicles:
   1. Mercedes E400 Coupe 2018;
   2. Mercedes GT RDSTR 2016;
   3. Ferrari Coupe 1977;
   4. Jaguar RDSTR Conv 1965;

1. any money in account no.3111-39683, BSB: 013-423 in the name of Terry Paule and Anna Paule at Australia and New Zealand Banking Group Limited, or any other bank account in your name;

1. the assets of your businesses, including conducted by:
   1. Arkom Pty Ltd (ACN 682 775 355);
   2. Biocheese Pty Ltd (ACN 151 974 846);
   3. Botanical Water Foundation Ltd (ACN 630 264 550);
   4. Longford Tower Pty Ltd (ACN 053 305 963);
   5. Paule Nominees Pty Ltd (ACN 007 198 138);
   6. Meliora Foods Pty Ltd (ACN 653 434 701);
   7. My Co Pty Ltd (ACN 653 398 899);
   8. Torcht Pty Ltd (ACN 651 472 007);
   9. Findex Group Pty Ltd (ACN 128 588 714);
   10. TZP Pty Ltd (ACN 632 248 741);
   11. Findex Management Pty Ltd (ACN 168 165 320)
   12. S & T Paule Management Pty Ltd (ACN 168 165 231);
   13. Proto Axiom Pty Ltd (ACN 653 150 380);
   14. The Agricultural Risk Company Pty Ltd (ACN 639 728 402),

or, if any or all of the assets have been sold, the net proceeds of the sale

(2) the value of your assets is the value of the interest you have individually in your assets.

(a) at or before the further hearing on the Return Date (or within such further time as the Court may allow) to the best of your ability inform the applicant in writing of all your assets world-wide, giving their value, location and details (including the value of any mortgages, charges or other encumbrances to which they are subject) and the extent of your interest in the assets;

(b) within seven (7) working days after being served with this order, swear and serve on the applicant an affidavit setting out the above information.

1. (a) This paragraph (9) applies if you are not a corporation and you wish to object to complying with paragraph 8 on the grounds that some or all of the information required to be disclosed may tend to prove that you:

(i) have committed an offence against or arising under an Australian law or a law of a foreign country; or

(ii) are liable to a civil penalty.

(b) This paragraph (9) also applies if you are a corporation and all of the persons who are able to comply with paragraph 8 on your behalf and with whom you have been able to communicate, wish to object to your complying with paragraph 8 on the grounds that some or all of the information required to be disclosed may tend to prove that they respectively:

(i) have committed an offence against or arising under an Australian law or a law of a foreign country; or

(ii) are liable to a civil penalty.

(i) disclose so much of the information required to be disclosed to which no objection is taken; and

(ii) prepare an affidavit containing so much of the information required to be disclosed to which objection is taken, and deliver it to the Court in a sealed envelope; and

(iii) file and serve on each other party a separate affidavit setting out the basis of the objection.

(a) paying up to $1,500 a week on account of your ordinary living expenses;

(b) paying an amount not exceeding $50,000 on account of your reasonable legal expenses;

(c) dealing with or disposing of any of your assets in the ordinary and proper course of your business, including paying business expenses bona fide and properly incurred; and

(d) in relation to matters not falling within (a), (b) or (c), dealing with or disposing of any of your assets in discharging obligations bona fide and properly incurred under a contract entered into before this order was made, provided that before doing so you give the applicant, if possible, at least two working days written notice of the particulars of the obligation.

1. You and the applicants may agree in writing that the exceptions in the preceding paragraph are to be varied. In that case the applicants or you must as soon as practicable file with the Court and serve on the other a minute of a proposed consent order recording the variation signed by or on behalf of the applicants and you, and the Court may order that the exceptions are varied accordingly.
2. (a) This order will cease to have effect if you:

(i) pay the sum of $28,000,000 into Court; or

(ii) pay that sum into a joint bank account in the name of your lawyer and the lawyer for the applicant as agreed in writing between them; or

(iii) provide security in that sum by a method agreed in writing with the applicants to be held subject to the order of the Court.

(b) Any such payment and any such security will not provide the applicants with any priority over your other creditors in the event of your insolvency.

(c) If this order ceases to have effect pursuant 12(a) above, you must as soon as practicable file with the Court and serve on the applicants notice of that fact.

1. The costs of this application are reserved to the Court hearing the application on the Return Date.

Persons other than the applicants and Respondent

This order does not prevent any bank from exercising any right of set off it has in respect of any facility which it gave you before it was notified of this order.

No bank need inquire as to the application or proposed application of any money withdrawn by you if the withdrawal appears to be permitted by this order.

Delivered ex tempore, revised from transcript

1. This is an application which came before me as duty judge for a freezing order in the terms of the annexure to the interim application filed by the applicant on 5 November 2025.
2. The applicant was successful in proceedings in the Supreme Court of New South Wales, being Driver v Botanical Water Technologies Pty Ltd [2024] NSWSC 1409. That matter was determined by Ball J on 8 November 2024 in favour of the plaintiffs. Final orders were made on 20 December 2024: Driver v Botanical Water Technologies Pty Ltd (No 2) [2024] NSWSC 1641 (together, the Supreme Court proceedings). The relevant order is that Mr Paule, the respondent in these proceedings, pay the applicant DJD Trading Pty Ltd the sum of USD7,469,896.98 and 90 per cent of the applicant's costs.
3. There was no stay of those orders. However, there was an appeal to the New South Wales Court of Appeal, and that appeal was heard on 20 June 2025. The appellants in those proceedings were unsuccessful: see Botanical Water Technologies IP Ltd v Driver [2025] NSWCA 162.
4. On 22 August 2025, Mr Paule and the other unsuccessful appellants filed an application for special leave to appeal to the High Court of Australia in proceedings number S123/2025.
5. After the Supreme Court proceedings, the applicant issued bankruptcy notices in this Court - and there has been a number of extensions of the time for compliance with those bankruptcy notices in the interim. In April 2025, the applications to extend were heard before Judicial Registrar Birchall, and the respondent's counsel undertook to this Court and to, inter alia, the applicant, that he would not deal with a residential property located at 63 Albany Road, Toorak, Victoria (that property is in the respondent's name and is unencumbered, except for a writ registered on its title), or any other property owned by him, and in which he holds the beneficial interest, other than in the ordinary course of business.
6. The undertaking has a complicated history, but as it now stands, it is expressed to last until 5 pm on the day on which the special leave application to the High Court is determined. Shortly before this matter came on before me at 2 pm, the High Court notified that the special leave application in S123/2025 had been refused, with costs (Exhibit A). The applicant now seeks a freezing order, in terms which are, as I have said, provided as an attachment to the interim application, extending the limitation on the applicant's ability to deal with his assets up to 5 pm on the day of the disposition of the creditor's petition.
7. That petition is listed on 18 November 2025. Clearly, if nothing is done today, the undertaking will expire, and the respondent will be able to deal with his assets in the two weeks which remain between today and the hearing of the creditor's petitions. The applicant has sought, by correspondence, a consensual extension of the undertaking, and when that was refused, an explanation as to why the undertaking would not be extended for the period of two weeks. The applicant submits that from that alone, an inference arises that the applicant intends to dissipate his assets. The applicant has other concerns - primarily, that in October 2025, the wife of the respondent - Mrs Anna Paule, commenced proceedings in which she gave evidence that she and her husband, the respondent, have agreed a binding financial agreement relating to the Toorak property.
8. She has also filed proceedings in the Supreme Court of Victoria seeking to restrain the Sheriff of the State of Victoria from executing a writ which was registered over the title of the Toorak property, as a result of the Supreme Court proceedings. The applicant is concerned that in the interim between the undertaking expiring and the date of the hearing of the creditor's petitions that the respondent will sign the binding financial agreement and create further complexity, delay, and reduction of the estate available to the creditors, which include another recipient of an order pursuant to the Supreme Court orders for a similar amount of money. The only proceeding between the applicant and the respondent currently on foot now that the High Court has disposed of the special leave application is this interlocutory application and the creditor's petitions in this Court.
9. The applicant submitted that there is a real danger to the assets and that the creditor's petitions could be frustrated, and noted that no prejudice should arise to the respondent given that an undertaking by consent has been in place since late April, and the extension is only short.
10. For the respondent, an affidavit has been filed dealing with a number of reasons why a freezing order should not be made; however, in a short adjournment in the proceedings, Mr Davis, who appeared for the respondent, obtained instructions that the respondent would extend the undertaking to 18 November 2025. The question of whether the undertaking should be extended beyond that to deal with any unanticipated obstacles to the making of orders under the creditor's petition on 18 November was answered in the negative. Mr Davis did not have instructions on that point. Accordingly, given that Mr Meyerowitz-Katz, counsel for the applicant, sought the freezing orders to last until the disposition of the creditor's petition, I have now determined the matter rather than relying on the proffered undertaking.
11. I can infer from the proposed undertaking by consent that there is no prejudice which arises in relation to the making of any freezing order, but the respondent raises two issues. One is that the undertaking as to damages offered by the applicant which appears on the basis of an affidavit filed by the solicitor for the respondent, Mr Matthew Critchley, on 15 May 2025 appears not to have significant substance. The affidavit notes that there are concerns with the asset position of the applicant, and a search of the Personal Property Securities Register for DJD Trading Pty Ltd demonstrates that there are concerns, amongst other matters, with the security position of the applicant. I have looked at the extent of the affidavit evidence, but, as the applicant submits, there has been an undertaking on foot since late April 2025 without any undertaking as to damages as a condition of that undertaking, and, if anything, the proffering of an undertaking, even one without significant security behind it, puts the respondent in a better position than he had been under the consensual undertaking.
12. The respondent also makes submissions as to the reach of the proposed order and, in particular, takes issue with paragraph 7(1)(iii)(D), which includes in the freezing order "the assets of your businesses, including conducted by" and then sets out, in subparagraphs a. to n. inclusive, companies, some of which are clearly associated with the respondent but as to which there are others where there is no evidence linking them. It was submitted that naming these companies could cause difficulties for those companies, and, given the fact that paragraphs 6(a) and 7(1)(i) and (ii) seem to be sufficiently wide to catch interests in businesses, I will not include paragraph 7(1)(iii)(D) in the freezing order against the applicant. The freezing order also includes matters which are predicated upon the order being made on an ex parte basis, and, after discussion with counsel, paragraphs 8 and 9 of the order, and paragraphs 3 and 4 of schedule A to the order, should be removed.
13. With those amendments, I will make the orders in the interim application. As the applicant has been successful on this application, I order that the respondent pay the costs of this application as agreed or assessed.

I certify that the preceding thirteen (13) numbered paragraphs are a true copy of the Reasons for Judgment of the Honourable Justice Needham.