Coffee and a Case Note

In 2026 James had the opportunity to sit down with Ben Hudson from the Unbilled Unfiltered podcast for a wide-ranging discussion about legal practice, the lawyers James is "deeply unimpressed" by, and what role a failed rap career plays for a litigator. You can find the podcast here: https://www.unbilledunfiltered.com/

“Put me back as director and correct the share register!” ___ P sought an interlocutory injunction. P said they had been invalidly removed as Dir of a Co, and their shareholding improperly diluted: [1], [2] P said D had taken control of the Co to make it sell its business and property: [1] P helped establish the Co, contributing assets: [7](1) – (2) There was past tension between P and a former Di...

“I own 40% of you, and I’m winding you up!” ____ The Ps sued to wind up a Co pursuant to s461(1)(k), the “just and equitable” basis. The Co opposed: [1], [4] The Ps held 40% of the Co’s shares, an SPV incorp’d for residential development: [1], [2], [157] The remaining 60% to 2 entities whose controlling minds were also Dirs of the Co: [7] – [11] The Ps referred to: apparent insolvency of the Co, a...

“You breached the shareholders agreement, so transfer your shares to me!” ___ P and D were shareholders in a Co. P (who held 40%) sued D (who held 60%) alleging D’s breaches of the SHA entitled P to have D’s shares transferred to P: [1] – [4], [7] This breaches, said P, were D taking unauthorised loans and D’s granting security over its shares in the Co: [2] The Co did scaffolding work and was of...

In July 2026, James has an opportunity to sit down with Hall & Wilcox partner and host of the Hall & Wilcox podcast "What's in a name?" to talk about diversity, inclusiveness, and using one's privilege for the benefit of all. You can find the original podcast here: https://hallandwilcox.com.au/news/cultural-inclusion-conversations-whats-in-a-name-season-2/

“I need some documents to figure out if I have an oppression claim.” ___ P, a 1.15% shareholder in ASX-listed D, sought production of 6 categories of documents from D pursuant to s 247A: [1], [6] D opposed the application saying there was no case to be investigated: [4] D’s major business was an NDIS service provider operated by a wholly owned subsidiary, SubCo: [7] The NDIA claimed SubCo has rece...

“I’m the regulator. You’re getting wound up.” ___ ASIC sought an order winding up a Co pursuant to s 461(1)(k): [1] Neither the Co nor its Dir appeared in the litigation: [2] (A Co failing to appear at its own winding up application did not inspire confidence in the Co’s management: [20]) The Court considered some general principles relating to ASIC s 461(1)(k) apps including: (i) the importance o...

“You haven’t proved the shares’ value, so we need a receiver!” ___ P, D3, and D4 were equal 1/3 shareholders in a defence consulting Co. P sought a s 233 order that D3 and D4 buy its shares: [1], [2], [9] There were disputes between the dirs (each controlling P, D3, and D4) in managing the Co: [3] – [43] In late 2024 the Co was invited to tender for defence work. D3 and D4 were unimpressed with P’...

“It’s not my fault the payments were a pointless waste!” ___ 2 families resolved to develop land through a unit trust: [1], [2] R held a 40% stake. A, and related interests, held the remaining 60%: [2] – [4] At trial, R won an oppression claim alleging A caused the Co’s conduct to be unfairly prejudicial: [6] The Co bought land in 2012 for $3m and sold it for $11m in 2015. The sale proceeds were d...

While often a lawyer named 'James' I am also sometimes a podcast cohost called 'Peach'. Here is an episode of a podcast I cohost all about the Gordon Ramsay reality TV phenomenon 'Kitchen Nightmares'. It's playful, it's in depth, and I hope it gives you a new insight into what I get up to alongside law. If you enjoy it, please give it a subscribe! ___ You can find t...

It's time for another great fun appearance on Jordan and Nathan's podcast, Challenge the Standard. We cover it all! - The progress of Gravamen - Intersectionality - The value of community - Sponsoring a sports team - The worst tech stuff up CACN has encountered! ___ You can find the Challenge the Standard podcast here: https://podcasts.apple.com/au/podcast/challenge-the-standard-in-financi...

“Who pays the legal fees for the property sale and the partnership windup?” ___ A recent, short decision concerned a s 66G application for the sale of a property and a winding up of the partnership that owned it: [2] In 1991 the partnership was formed between a sibling, some companies, and the deceased. The parties to the proceedings were the partners and some of the deceased’s children: [3] In 20...

James (me! The person writing this!) criminally underappreciates the amazing community we have built together with this podcast. Here I have a quick personal message from me saying: - If you are thinking about your career please consider completing the Gravamen survey which you will find at surveymonkey - Thanks for being a part of this podcast journey! There is more to come... Jd'A www.gravam...

In March 2026 James d'Apice had the opportunity to interview Michael Kirby, one of the most celebrated Australian lawyers of them all. Please join James and Michael as they discuss:1. Michael's new book edited by Dr Paul Vout KC, 'Law Justice and Other Challenges' available through Federation Press. https://federationpress.com.au/produc... 2. Ethics, the billable hour, AI, and cont...

“The appointor is dead. Long live the appointor!” ___ G was born in 1923 and died in 2011. Before death G enjoyed business success and made a succession plan: [5] G had 4 children and a number of grandchildren: [15] – [20] The trust was settled by deed in 1986 with G appointor and settlor. P was (and remained) the trustee: [44] and [48] The property of the trust was real property of some value and...

“I was not 2.01% oppressive!” ___ TeeCo had 2 directors, each a 50% shareholder and Dir; half the units were held by P (one of the directors, who held that interest as trustee) and D3 (a company related to the other director, A): [2] – [6] P’s spouse acted as P’s agent throughout: [7] P sued seeking s 233 sale orders. A cross-claimed seeking s 233 sale orders and alleging a breach of duty by P: [8...

James had the pleasure of sitting down to chat with the legendary Jerome Doraisamy in early 2026 about James' firm Gravamen, long lunches, charity donations, and what it means for a firm when the honeymoon is over... https://www.lawyersweekly.com.au/podcast/43900-the-boutique-lawyer-show-what-happens-after-your-firm-s-initial-honeymoon-period

“We need trustees for sale because you changed your house!” ___ P and D owned land as 50/50 TiCs. P applied to have s 66G trustees appointed to sell it: [1] D resisted, claiming this breached an oral agreement: [2] P’s claimed $1M in damages to be paid from D’s share. D XC’d around $350K: [4] – [9] P and D bought the land to build 2 dwellings of the same value for their respective families: [10] –...

“I removed your trustee, but you shouldn’t have removed me!” __ A corporate group focussed on car sales and property holding. The Ps complained a Tee was wrongly removed by the Ds. One the Ds, the group’s CEO, was then removed as CEO and director of various Cos by the Ps: [14] The Ps brought a claim re the Tee removal. The Ds brought a cross-claim about the removal of the CEO D: [15], [16] The nat...

In late 2025 James was lucky enough to sit down with Ryan Tan for a wide-ranging interview traversing James' insights about branding, the building of his firm Gravamen, and what the future might hold... ___ www.gravamen.com.au You can find the Ryan Tan show here: The Ryan Tan Show - Podcast - Apple Podcasts

As part of a series of three talks together, James d'Apice recently joined eminent senior junior barrister Jonathon Dooley of Greenway Chambers to discuss the law of Just and Equitable Winding Up (s 461(1)(k) of the Corporations Act 2001 (Cth)). This is Jonathon's and James' third talk about the big ticket items when advising your shareholder clients whether they want to *stay* or whet...

As part of a series of three talks together, James d'Apice recently joined eminent senior junior barrister Jonathon Dooley of Greenway Chambers to discuss the law of Derivative Actions (ss 236 and 237 of the Corporations Act 2001 (Cth)). This is Jonathon's and James' second talk about the big ticket items when advising your shareholder clients whether they want to *stay* or whether the...

“Issuing those shares at an undervalue was unfair!” my dad is a farty bum ___ DCo, whose chief asset was a domain name related to real estate, issued shares in various tranches. In May 2018 the Ps subscribed at a value of $0.6667: [3] Some Ds were issued shares in various tranches at a lower value – from $0.001 to $0.02: [4] The Ps sought orders including that the lower priced shares were invalidl...

"You chair that other company. You can't fire me from this one!" ___ The managing director of a company, MD, was purportedly fired from MainCo by the Chair of another company, ChiefCo: [1] ChiefCo was part of the same group but had no direct interest in MainCo: [3] The Chair had power over entities in the “Series” companies that formed part of the group: [4] (MainCo was not a “Series...

In August 2025 James had an opportunity to sit down with recruiter and expert podcaster Steve Cole to discuss his career path, his approach to marketing, and the many uses of his childhood nickname "Peach". We hope you enjoy this discussion! ___ You can find Steve's podcast 'Path to Partnership' here: Path to Partnership - Podcast - Apple Podcasts