Failed Real Estate Development Project
This case concerned an AUD$5,000,000.00 (five million dollar) development project on the Central Coast of northern New South Wales. Our client wished to migrate to Australia and on the advice given to them by a migration agent, they applied for a business migration visa. It was agreed that the migration agent would help them to find a suitable project to invest in and the client was subsequently introduced to the directors of a Development Company. What our client did not know was that the migration agent, in addition to being paid a significant fee by our client, would receive a commission from the developer if the client agreed to invest in the development project. The client was unaware of this “secret” commission.
Our client agreed to invest AUD $2,000,000.00 (two million dollars) in the development project. They were told that they would receive a return of approximately $4,000,000.00 and were led to believe that construction was ready to begin. Unbeknown to our client however, the parent developer company was in financial difficulties. The money our client gave to the subsidiary company to invest in the project was instead given to the parent company to try and pay down its debts. The parent company and its subsidiaries collapsed and our client was left with nothing. By focusing on the conduct of all parties involved in the dealing i.e. the migration agent, the solicitors engaged to carry out due diligence checks on behalf of our client and the company directors, the matter was eventually settled and our client was able to recover the money they initially invested.
Shareholder Dispute Concerning Land Investment
This matter concerned a dispute about the return of investment pursuant to a shareholder agreement in a property development project. The initial land purchase was AUD $20,000,000.00 (twenty million dollars) but with increases in land value and project construction, the parties were in a position to benefit from an extremely profitable return with an estimated project value at completion of AUD $100,000.000.00 (one hundred million dollars). At the time of the initial land purchase, our client invested AUD $5,000,000.00 (five million dollars). The other parties to the investment paid approximately AUD $1,000,000.00 each with the remaining funds secured by bank loan. For various reasons, the project did not go ahead however the parties still benefited from a substantial increase in land value when it was sold for $55,000,000.00. (fifty-five million dollars). Our client learned that despite putting in a greater amount in investment capital, he would receive an equal share of the profit to the other shareholders. This case raised important issues regarding the drafting of shareholder agreements and the very real practical consequences of poor legal advice. The importance of finding a solution that would not jeopardise the business relations of the parties involved dictated an approach that was both fair, just, and protected the interests of our client. McQiu Lawyers achieved this by lodging a caveat on the property and negotiating with the other shareholders to enter into an amended shareholder agreement that better reflected the true nature of the agreement.
Property Developer Dispute Concerning Account of Profits
In this case our firm acted for a large property developer in the Northern suburbs of Sydney who was involved in a development project concerning approximately 100 apartments. We provided advice in relation to issues arising under the shareholder agreement and the sale of the project including lodging a caveat in the land titles office and acting for the client in subsequent Supreme Court litigation. The dispute concerned the sale of the assets, distribution of shares, accounting of profit and pre-emptive rights to acquire shares. A Mareva order (freezing order) was sought to prevent funds from leaving Australia until a proper account of profits was made and its fair and equitable distribution was resolved.
We have advised clients on partnerships, joint venture agreements, shareholder agreements and corporate structures for projects in Australia including real property development.
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