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COLVIN J: 1 These are my reasons on the application currently before me by which 7 Energy Inc seeks to intervene. 2 North East Equity Pty Ltd (NEE), is the majority shareholder in Indian Ocean Farms Pty Ltd (IOF). The only other shareholder in IOF is Sirmans Pty Ltd. IOF is the trustee for the Indian Ocean Farms Unit Trust. One of the assets of the trust is an agriculture business conducted by IOF as trustee. NEE claims that the conduct of the affairs of IOF is contrary to the interests of the members as a whole, or oppressive, discriminatory, or unfairly prejudicial to the interests of NEE as a member of IOF. 3 NEE and Sirmans are parties to a term sheet which, amongst other things, provides that certain activities in respect of IOF require the unanimous vote of all directors of IOF. NEE claim that IOF requires ongoing injections of capital in order to be able to continue to conduct its business, which appears to be in an establishment phase. NEE has been responsible for arranging loans for the capital requirements of IOF. Entities associated with NEE have provided additional security for bank loans; and a particular associated entity, Roosterland Pty Ltd, has provided loans to IOF. NEE claims that the agriculture business requires further funds in order to maintain its solvency. 4 In mid-2017, an offer was received from 7 Energy to purchase all of the shares in the trust and the shares in IOF. Sirmans did not wish to sell. An agreement to sell the units and shares held by NEE to 7 Energy was signed by 7 Energy and NEE. The agreement provided for IOF, as trustee, to also be a party to the agreement. NEE claims that Sirmans has acted contrary to the term sheet in relation to matters that had to be completed in order for the sale to 7 Energy to proceed. 5 Of particular significance is the failure by IOF to execute the agreement with 7 Energy. That failure is currently before me as part of the basis for the complaints raised by NEE on the application. It is said by NEE to be no empty or formal requirement, because IOF, as trustee, has certain powers that it may exercise which could mean that the units could not be transferred under the terms of the agreement signed by NEE and 7 Energy. 6 Sirmans' position is that it has no position as to whether the agreement between NEE and 7 Energy remains enforceable. There is certainly no dispute that IOF did not enter into the agreement. 7 Sirmans has itself entered into an agreement with 7 Energy concerning its rights on completion of the sale to 7 Energy which, on the allegations made by NEE, would see an increase in its interest in IOF and the trust if the sale was to proceed. 8 The agreement between NEE and 7 Energy has not been completed, and NEE claims to have validly terminated the agreement in circumstances where it was never executed by IOF which it says was a necessary party. 9 NEE claims that Sirmans has been failing to cooperate in obtaining the funding required for the agricultural business, and has been relying upon the requirement for unanimous approval in the term sheet. There is a dispute concerning the claimed indebtedness of IOF, as trustee of the trust, to Roosterland in respect of the loan. Issues concerning the loan were raised by 7 Energy when undertaking due diligence under the sale agreement. 10 7 Energy seeks to intervene in the proceedings on the basis that its agreement with NEE is an enforceable agreement that is still on foot. 11 In the above circumstances, NEE seeks relief under s 233 of the Corporations Act 2001 (Cth). It seeks an order which would have the effect of preventing Sirmans from insisting upon its unanimous consent in relation to the future conduct of the affairs of IOF. Alternatively, it seeks orders requiring the loan from Roosterland to be formalised and for NEE to purchase the interest of Sirmans in IOF and the trust, as well as the removal of Mrs Sirmans as a director of IOF. 12 There is doubt as to the basis upon which NEE could be entitled to relief in respect of the unit holding in the trust, under s 233: Tomanovic v Global Mortgage Equity Corporation Pty Ltd [2011] NSWCA 104 at [301]-[305]. 13 Orders under s 233 can only be made if grounds under s 232 are made out; and those grounds relate to the affairs of a company, or certain activities of the company. Section 233 provides that orders may be made 'in relation to the company'. On the face of the provisions, the orders that may be made do not extend to orders affecting the interests of unit holders in a trust of which the company is trustee at the relevant time. 14 Even assuming the concerns about the activities of the corporate trustee in relation to the affairs of the trust may be relevant upon an application for orders under s 232 and s 233, it is a very different thing to make orders in respect of the unit holding in the trust in the exercise of the statutory power that governs the activities of the company, rather than the conduct of the affairs of the trust. For present purposes, I accept that there is an arguable legal basis for the relief that is sought in respect of the unit holding. 15 Nevertheless, this uncertainty is at the heart of the basis upon which 7 Energy seeks to intervene. That is because a substantial reason for its application to intervene is because of the orders that are sought concerning the unit trust. If orders of that kind cannot be granted on the present application then the basis for its application to intervene is substantially undermined. 16 As to relief in respect of the trust the position of NEE is that, on the authorities, ultimately the Court will be persuaded to grant the relief sought. The application to intervene must be dealt with on the basis that NEE seeks, in the alternative, orders for the transfer of the units in the trust to it. 17 Rule 9.12 of the Federal Court Rules 2011 (Cth) provides that: (1) A person may apply to the Court for leave to intervene in a proceeding with such rights, privileges and liabilities (including liabilities for costs) as may be determined by the Court. (2) The Court may have regard to: (a) whether the intervener's contribution will be useful and different from the contribution of the parties to the proceeding; and (b) whether the intervention might unreasonably interfere with the ability of the parties to conduct the proceeding as the parties wish; and (c) any other matter that the Court considers relevant. 18 I note that the rule does not have as a precondition to granting leave to intervene a requirement that there be a direct interest on the part of the party seeking to intervene, although the extent of the interest of a party seeking leave to intervene must, one expect, be a matter that, in most cases, the Court would consider to be relevant. Rather than having a precondition that must be satisfied, the form of the rule is to confer a broad discretion, to be exercised judicially, as to whether leave to intervene should be given. In undertaking that exercise, the Court is directed to the two express considerations that I have mentioned, and any other matters that the Court considers relevant. 19 Provision concerning interveners under the former rule was considered in Wilson v Manna Hill Mining Co Pty Ltd [2004] FCA 1663 at [102]-[104]. The former rule was somewhat narrower, in that the Court was required to have regard to the listed matters in determining whether to allow intervention. As I have said, the current rule appears to confer a broad judicial discretion, to be guided by practical considerations. Those considerations, to the extent that they are express, are directed towards the contribution that might be given to the effective resolution of the proceedings, and the interference, on the other hand, that might occur through having a further party involved in the proceedings. 20 The direct interest that 7 Energy may have in these proceedings is in being able to protect any right it may have to acquire the shares in IOF and units in the trust held by NEE, and the value of those interests. However, the relief sought in these proceedings would not affect the shares and units held by NEE, which are the only shares and units to which 7 Energy could be entitled if it has an enforceable agreement of the kind it asserts. There is a claim to relief, in respect of the Roosterland loan, that would affect the interests of 7 Energy if it was to become a unit holder. Otherwise, the relief sought would remove the requirement for unanimous consent, which may or may not be to its disadvantage and which is, in any event, an obligation under a term sheet between NEE and Sirmans. 21 The submission advanced for 7 Energy today is that the agreement contemplated that NEE would walk away after the agreement and have no interest in IOF. That is to say, if the agreement were to be specifically enforced as 7 Energy claims, but nevertheless relief was granted on the present application, then it may end up with a position whereby it is a substantial shareholder, and NEE remains a minority shareholder. 22 Of course, this presumes that 7 Energy has significant prospect of demonstrating that it has an enforceable agreement against NEE and the agreement entitles it to that outcome. If there were such a case, with a significant prospect, then that would be a significant matter that would bear upon whether relief might be granted in circumstances where 7 Energy was likely to succeed in such a claim. I put the matter in this way to expose the fact that the force of any submission that 7 Energy might advance to support its claim to intervene depends entirely upon the strength of the claim to relief which it seeks. 23 Significantly, in my view, it does not seek, by submission before me today, to articulate any particular strength in its claim; nor does it take the additional step of seeking to be joined as a party. It foreshadows that it may bring such an application; but, on the present application, it seeks only to intervene. 24 It seems to me that it either has a sufficient interest to be joined as a party, or the issues which arise on the application are sufficiently joined as between the parties who are presently parties to the proceedings. That is particularly because the dispute between the parties focuses on what is claimed to be a form of deadlock in the administration of the company and no orders are sought in respect of the shares and unit holding by NEE. 25 The application before me depends upon demonstrating that there is sufficient merit in a claim that there is an enforceable agreement, such that, in effect, 7 Energy should be entitled to participate in the proceedings. Advancing such a claim depends upon the dealings between 7 Energy and NEE, and if it is to be a claim that is dealt with in these proceedings, then it seems to me that it should only be entertained as part of these proceedings if 7 Energy is able to demonstrate that it is entitled to be a party and to bring a cross-claim in the manner in which it suggested in the course of argument that it might proceed after this application. 26 I bring into account the fact that, as to the Roosterland loan, it is apparent that Sirmans disputes matters relating to that loan, and it is a major part of the dispute between NEE and Sirmans. Allowing 7 Energy to intervene would not be useful or different as to that issue. The addition of an intervener in the unqualified terms proposed - although, I note, on the application today, counsel indicated that 7 Energy would accept whatever terms the Court considered to be appropriate, without proposing any terms - would, in my view, be likely to significantly increase costs and extend the duration of hearings, in a matter where it is important that the case proceed to final hearing as soon as possible. 27 Finally, there remains an issue as to the approach from a case management perspective, as to how this matter will proceed. That is to say, it is not yet determined that relief and liability will be determined at the same time. The nature of the basis for the application today really presupposes that there has been success on the application, and the question then is as to what relief should be granted in circumstances where 7 Energy claims to be entitled to enforce its alleged agreement. 28 I am not persuaded that 7 Energy should have leave to intervene. However, I do not, by making that decision, foreclose an application by 7 Energy to be joined. It would need to demonstrate, on such an application, sufficient merit in its claim, of a kind which it has not demonstrated today. And I do not foreclose an application by 7 Energy to intervene at a later stage in these proceedings, when the Court might be concerned only with the terms of relief. So for those reasons, I refuse the application for leave to intervene. I certify that the preceding twenty-eight (28) numbered paragraphs are a true copy of the Reasons for Judgment herein of the Honourable Justice Colvin.