SDW2 Pty Ltd v JLF Corporation Pty Ltd

• [5] This is a dispute between a unit owner and the body corporate committee concerning the renovation of a poolside BBQ cabana area. The applicant notes that there have been a number of failed attempts at general meetings between 2023 and 2025, to approve works in the poolside cabana area and alleges that the committee manipulated costs to avoid the necessity of a special resolution vote by the owners.
• [6] The applicant says the Committee proceeded with the works under the "guise" of urgent safety repairs, utilizing a Vote Outside Committee (VOC) for approval of nearly $79,000 in expenditure. The applicant says this exceeded committee spending limits and ignored the BCM's advice that a general meeting was required. The applicant therefore seeks the above interim orders.

• [7] At the May 2023 AGM, a motion to spend around $100,000 for "Pool BBQ Replacement" was lost, primarily because many owners desired a gable roof.
• [8] At the May 2024 AGM, three motions regarding the Pool BBQ were submitted. The main Committee motion was ruled out of order because two required quotes were not provided. The other two motions were lost.
• [9] At the May 2024 AGM, two motions were proposed for "Knock Down & Rebuild Pool BBQ Shelter Area".
• [10] The Committee's recommendation (#12.1 - Graditi) initially sought approval for expenditure of $236,151.75 via ordinary resolution. However after it was pointed out that this amount exceeded the special resolution threshold of $220,000 (110 lots × 2,000), the Committee claimed the amount was a typo and reduced it to $219,174.62.
• [11] The agenda was subsequently amended to require a special resolution after it was noted that approximately $4,000 already spent on drawings pushed the total expenditure over the $220,000 threshold.
• [12] The applicant and her husband obtained and compared two Graditi quotes, concluding that the builder had been requested to submit a lower quote deceitfully to circumvent the special resolution threshold.
• [13] However both motions were lost. The applicant believes the committee, including the Treasurer and Chairperson, were reportedly "very annoyed" by this outcome. This conflict is viewed by the applicant as the catalyst for the Committee's current conduct.
• [14] The applicant says that notwithstanding the rejection of the above proposals, refurbishment works commenced on the BBQ Area in August/ September 2025.
• [15] On July 11, 2025, the Committee advised that a builder verbally advised that the four structural posts in the BBQ area showed "clear and extensive visible signs of rust" and resolved to investigate and arrange necessary rectification works in the interest of safety. A notice dated August 20, 2025, referred to the closure for "Essential Repairs & Maintenance".
• [16] On Friday, August 29, 2025, the applicant's husband received an email with a Vote Outside Committee (VOC) Notice. The VOC purportedly approved expenditure of almost $79,000. However the applicant argues this VOC was null and void because $79,000 exceeds both the basic improvements limit of $33,000 and the Committee's spending limit of $55,000 (110 × 500).
• [17] Further, the applicant states that the body corporate manager (BCM) had specifically advised the Chairperson that the expenditure needed to go to a general meeting. The applicant believes the committee bypassed the BCM for the VOC process for this reason.
• [18] The applicant believes that the VOC process was used as an "underhand way" to achieve the Committee's objective. She believes that the cabana refurbishment had been planned for some time, and some work (like plumbing and electrical) had already been carried out prior to the VOC vote.
• [19] The applicant notes that $79,000 expenditure listed in the VOC schedule is only for "stage one" of the refurbishment. While the major spending limit is $82,500 (110 × 750) the applicant also notes that it is not permissible for the project to be broken into parts to circumvent limits, and other items like BBQs and drawings were excluded from the $79,000 quote. The applicant therefore believes it is highly likely that the major spending limit will be exceeded, requiring general meeting approval and potentially two quotes for each item. The applicant says that if the aggregate expenditure exceeds the special resolution threshold, all expenditure approvals, including the VOC approval, will require a special resolution.
• [20] The applicant says the cabana was photographed on April 7, 2025, showing it was a solid structure requiring maintenance but not a complete gutting. However as of September 4, 2025, the interior has been completely gutted, some exterior walls demolished, and work has commenced on fixing the galvanized support posts.
• [21] The applicant is seeking an interim order from an adjudicator for work to cease. The applicant's husband sent a detailed email on August 29, 2025, requesting an undertaking that work would cease immediately until a general meeting was held. The Secretary responded that he was traveling, and although the Chairperson was likely made aware of the issue and the requested undertaking by September 1, 2025, he ignored the request.
• [22] The application also seeks an order that correspondence between Committee members and builders concerning quotes must be retained, as previous correspondence (relating to the May 2025 motions) was allegedly destroyed or deleted.

Interim Submissions by Body Corporate Committee

• [23] Pursuant to my investigative powers under section 271 of the Act, I requested staff to invite submissions from the body corporate committee regarding the interim orders sought by the applicant. Interim submissions were received by this Office on 25 October 2025.
• [24] The Committee requests that the application be dismissed as it has called an EGM to be held on 10th October 2025, to address the issue of improvements to the Cabana refurbishment, which the applicant claims were not properly approved.
• [25] The Committee says it has acted in good faith to resolve the long running and contentious issue of refurbishing the Pool BBQ Cabana which is now more than 30 years old. They have kept the cost of the works within Committee and major expenditure spending limits approved by the Body Corporate at its Annual General Meeting on 29 May 2009.
• [26] They say the body corporate has been trying to resolve the refurbishment (repairs and maintenance) of the pool BBQ Cabana since 2022. It is over 30 years old, and was originally Scheduled in the sinking fund forecast for refurbishment in 2020 at a budgeted cost of $60,000.
• [27] However the committee acknowledges that there may be a technical issue regarding provision in the budget for improvements (33%) versus repairs and maintenance-portion (67%).
• [28] The Southern and Tennis cabanas were both refurbished in 2021 at a cost of $35,400, approved by the committee without any owner objections.
• [29] The Pool BBQ Cabana is the main cabana used by the body corporate for outdoor community social events. A proposal to demolish and rebuild it at a cost of $100,000 was put to the 2023 AGM but the motion was lost.
• [30] Another proposal to demolish and rebuild it at a cost of $220,000 was put to the 2024 AGM but this motion was also lost.
• [31] The body corporate in general meeting did not wish to spend $220,000 or even $100,000 on rebuilding the Pool BBQ Cabana. The failure to approve expenditure on a rebuild meant that the existing cabana remained in a poor state of repair.
• [32] The current Committee looked into refurbishing the existing Pool BBQ Cabana by undertaking repairs and maintenance at a cost of $79,000 and a vote outside committee (VOC) was circulated to committee members for approval of this expenditure on 28 August 2025.
• [33] However two members of the committee objected to the works because they were of the view that they involved "improvements" which should be approved by a general meeting.
• [34] At the AGM of 29 May 2009, the Committee expenditure limit was increased to $55,000 and the spending limit for major expenditure was increased to $82,500.
• [35] The committee reviewed its decision and decided to alter the scope of the repairs and maintenance of the pool BBQ cabana so that the cost of works was reduced to $49,709, which is under the approved expenditure limit for the committee.
• [36] The remaining works, were acknowledged to technically come within the definition of "improvements" and arrangements were made to seek approval for these works at an Extraordinary General Meeting scheduled for 10 October 2025.
• [37] The Committee says it was difficult to refurbish the cabana without also replacing certain parts due to deterioration. For example the cabinetry was not vermin proof, galvanised support posts were rusting out, electrical wiring and fans had deteriorated, and all needed to be replaced.
• [38] The Committee notes that over the last 30 years there have been changes to construction materials and are using modern equivalents to undertake the repairs. For example it is now cheaper to install a stone bench top rather than a stainless steel bench top, and rendered blocks are used as a cheaper alternative to bricks. In any event the style of bricks previously used is no longer available.
• [39] The committee says the Southern and Tennis cabanas were both rendered in 2021 and the works undertaken on the pool BBQ cabana will ensure that its appearance is consistent with the other 2 refurbished cabanas.
• [40] The committee understands the applicant's main objection regarding the works is that certain proposed works could be characterised as "improvements". Separate from the Cabana refurbishment, it is proposed to undertake works in the external area involving replacement of timber decking with rotting joists and an area of uneven brick paving, with a level concrete surface. It is also proposed that this area be extended and covered with an all-weather roof. To address the objections from the applicant's spouse and another committee member, the committee has arranged an EGM at which the extra works/ improvements can be voted on by members of the body corporate.
• [41] The Committee requests that adjudicator:
  1. Consider the Committee's response to hold an EGM on 10 October 2025 to enable all lot owners to consider the improvements proposed, as the correct process for consideration of the proposed works for the cabana; and
  2. Dismiss the application on the grounds that the Committee is implementing correct and due process concerning the repairs and improvements.

• [42] The only issue to decide at this time is whether an interim order is warranted. However, to determine that question, it is necessary to consider the substantive issue in dispute.
• [43] Section 276(1) of the Act provides that:

An adjudicator may make an order that is just and equitable in the circumstances (including a declaratory order) to resolve a dispute, in the context of a community titles scheme, about-

(a) a claimed or anticipated contravention of the Act or the community management statement; or

(b) the exercise of rights or powers, or the performance of duties, under the Act or the community management statement; or

(c) a claimed or anticipated contractual matter about-

(i) the engagement of a person as a body corporate manager or service contractor for a community titles scheme; or

(ii) the authorisation of a person as a letting agent for a community titles scheme.

• [44] An order may require a person to act, or prohibit a person from acting, in a way stated in the order (section 276(2)). An adjudicator's order may contain ancillary and consequential provisions the adjudicator considers necessary or appropriate (section 284(1)).
• [45] Further, section 279 provides that:

(1) The adjudicator may make an interim order if satisfied, on reasonable grounds, that an interim order is necessary because of the nature or urgency of the circumstances to which the application relates.

Examples

1. The adjudicator may stop the body corporate from carrying out work on common property until a dispute about the irregularity of proceedings has been investigated and resolved.

2. The adjudicator may stop a general meeting deciding or acting on a particular issue until it has been investigated and resolved.

(2) An interim order

(a) has effect for a period (not longer than 1 year) stated in the order; and

(b) may be extended, varied, renewed or cancelled by the adjudicator until a final order is made; (c) may be cancelled by a later order made by the adjudicator; and

(d) if it does not lapse or is not cancelled earlier, lapses when

(i) the application is withdrawn; or

(ii) the commissioner gives the person who made the application a written notice under section 241 rejecting the application; or

(iii) a final order is made by an adjudicator to whom the application is referred. ...

• [46] As outlined above, the applicant is seeking both interim and final orders. The only issue at this time is whether an interim order is warranted. Any order granted must be just and equitable.[1] An interim order will not be granted unless it is necessary due to the nature or urgency of the circumstances.[2] The examples in the Act indicate the usual circumstances where an interim order might be made are in the nature of injunctive relief. An applicant must establish that the circumstances warrant an interim order. An interim order will not be made if the only urgency is a desire to expedite the dispute.
• [47] In order to make an interim order an adjudicator must be satisfied an applicant has established that it has a prima facie case[3] and the balance of convenience between the parties justifies injunctive relief.[4] That is, an adjudicator must balance the inconvenience of granting relief now if final orders are ultimately refused, against the inconvenience of refusing relief now if final orders are ultimately granted. Of particular relevance is evidence an interim order is necessary to prevent serious or irreparable harm.
• [48] The case of SDW2 Pty. Ltd. V JLF Corporation Pty Ltd [2017] QSC 1 provides some guidance as to when it would be appropriate to make an interlocutory injunction at paragraph [21]:

The legal principles governing the disposition of an application for interlocutory injunction were discussed by me in Stacks Managed Investments Ltd v Tolteca Pty Ltd [2015] QSC 234 at 3 to 5 and again in Tribal Health Pty Ltd v Flush Fitness Pty Ltd [2016] QSC 103. In the latter case I summarised relevant principle in these terms (at [23]):

(a) The law in Australia has long regarded it to be necessary to make two main inquiries: (i) whether the applicant has shown that it has a prima facie case; and (ii) whether the applicant has shown that the balance of convenience favours the granting of the relief claimed.

(b) The significance of the requirement that a prima facie case be shown is elaborated upon in Australian Broadcasting Corporation v O'Neill (2006) 227 CLR 572 and Live Earth Resource Management Pty Ltd v Live Earth LLC [2007] FCA 1034 at [11] to [13].

(c) The considerations brought to bear on the balance of convenience requirement were the subject of discussion in Australian Broadcasting Corporation v O'Neill and Bowen Central Coal Pty Ltd v Aquila Coal Pty Ltd [2011] QCA 334, the latter case clarifying that the adequacy of an award of damages and the question of the sufficiency of the usual undertaking were to be considered as part of the totality of the balance of convenience question.

(d) The progression of the two main inquiries is not a mechanical exercise. Whether the relief sought is prohibitory or mandatory, the Court should take whichever course appears to carry the lower risk of injustice if it should turn out to have been "wrong" in the sense of granting an injunction to a party who fails to establish his right at an ultimate trial, or in failing to grant an injunction to a party who succeeds at trial. In making that decision, the Court should weigh in the balance all relevant factors, including matters pertaining to the strength of the case to be tried and the balance of convenience.

(a) there are urgent circumstances;

(b) there is a prima facie case of sufficient merit to justify relief; and

(c) the balance of convenience between the parties justifies the order.

• [50] The applicant says the Committee proceeded with the renovation under the guise of urgent safety repairs, utilizing a Vote Outside Committee (VOC) for approval of nearly $79,000 in expenditure. The applicant says this exceeded committee spending limits and ignored the BCM's advice that a general meeting was required.
• [51] The Committee says the body corporate has been trying to resolve the issues of repairs and refurbishment of the pool BBQ Cabana, and adjoining area since 2022. It is over 30 years old, and was originally scheduled for refurbishment in 2020, in the sinking fund forecast.
• [52] The body corporate committee advises that the poolside BBQ and cabana is in a poor state of repair. The following elements required attention:
  • Rusted support posts
  • Degraded cabinetry
  • Degraded electrical wiring and fans
• [53] The Committee looked into refurbishing the Pool BBQ Cabana and adjoining area by undertaking works at a cost of $79,000 and a vote outside committee (VOC) was circulated to committee members for approval of this expenditure on 28 August 2025.
• [54] However the committee subsequently reviewed its decision and decided to alter the scope of the works to repairs and maintenance of the above items, and exclude improvements to the adjoining area so that the cost of works was reduced to $49,709. I note that this is under the approved expenditure limit for the committee.[5] Further I note that to remove any doubt, the committee arranged an EGM on 10 October 2025, at which members of the body corporate in general meeting considered motion 3 which proposed that works be undertaken.
• [55] Separate from the cabana repairs and maintenance, it is proposed by motions 3 & 4 that the body corporate undertake works in the external area adjacent to the cabana involving replacement of timber decking and an area of uneven brick paving with a level concrete surface, as well as a new sheltered area.
• [56] I have now received the minutes of the EGM on 10 October 2025 and note that motions 2, 3 & 4, as listed below were carried:
• 2. BBQ Cabana Maintenance - Motion by Ordinary Resolution - CARRIED
  • RESOLVED THAT the Body Corporate approve the expenditure of $49,648.60 (including GST) plus 10% contingency to undertake essential maintenance on the BBQ Cabana as per the multiple quotations contained in the meeting materials.
• YES 55 NO 17 ABSTAIN 1
  • (As Motion 2 was carried as Ordinary Resolution, Motions 3,4 & 5 will be considered under the conditions of a Special Resolution due to legislative requirements as only one such motion can pass per calendar year.)

• 3. BBQ Cabana Improvements - Motion by Special Resolution - CARRIED
  • RESOLVED THAT the Body Corporate approve the total expenditure of $32,506.50 (including GST) plus 20% contingency, for any unforeseen expenses that may occur during this project, as per the multiple quotations contained in the meeting materials and to be funded through the existing Sinking Funds to:
• Extend and level the floor space within this area to ensure no trip hazards;
• Supply and install a glass barrier on the eastern side for weather protection; and
• Relocate cooking /BBQ to outside the current structure to reduce smoke within the sheltered area.
• YES 48 NO 21 ABSTAIN 2
• 4. Extend Undercover Cabana Area - Motion by Special Resolution - CARRIED
  • RESOLVED THAT subject to passing of Motion 3, the Body Corporate approve the expenditure of $16,440.00 (including GST) plus 10% contingency as per the multiple quotations contained in the meeting materials and to be funded through the existing Sinking Funds to:
  • Extend the current undercover area to create a larger sheltered space; and Weatherproof the sides of the existing cabana by building these in and installing a ceiling for a seamless match with the new extended undercover area.
• YES 52 NO 20 ABSTAIN 2

• [57] Having regard to the foregoing, I do not believe it is appropriate to make the requested interim orders.
• [58] I have therefore dismissed the application for interim orders. The application for final orders remains outstanding. This application will now be administered in accordance with the Act and the normal processes of this office. Submissions will be sought from the Respondent and affected parties before final orders are made.

[3] Also described as a serious question to be tried.

[4] SDW2 Pty Ltd v JLF Corporation Pty Ltd [2017] QSC 001

Australian Broadcasting Corporation v Lenah Game Meats [2001] HCA 63

[5] At the 2009 AGM on 29 May 2009, the Committee expenditure limit was increased to $55,000 and the limit for major expenditure was increased to $82,500.