Nair v BNM Ahmad Group Pty Ltd

QUEENSLAND CIVIL AND
ADMINISTRATIVE TRIBUNAL

CITATION:

Nair v BNM Ahmad Group Pty Ltd [2025] QCAT 127

PARTIES:

VIJAYAKUMAR SANKARAN NAIR

(applicant)

v

BNM AHMAD GROUP PTY LTD

(respondent)

APPLICATION NO/S:

BDL259-22

MATTER TYPE:

Building matters

DELIVERED ON:

27 March 2025

HEARING DATE:

On the papers

HEARD AT:

Brisbane

DECISION OF:

Senior Member Brown

ORDERS:

1. The proceeding is dismissed.

CATCHWORDS:

ADMINISTRATIVE LAW – ADMINISTRATIVE TRIBUNALS – QUEENSLAND CIVIL AND ADMINISTRATIVE TRIBUNAL – where application made against company which has been deregistered – company not a legal entity – proceedings against a deregistered company a nullity – applicant may apply to have company reinstated to bring further proceedings

Corporations Act 2001 (Cth), s 601AD(1), s 601AH(1)

NTL Constructions Pty Ltd v Queensland Building and Construction Commission [2022] QCAT 239

APPEARANCES & REPRESENTATION:

This matter was heard and determined on the papers pursuant to s 32 of the Queensland Civil and Administrative Tribunal Act2009 (Qld)

REASONS FOR DECISION

This is a proceeding about a building dispute.
The applicant says he engaged the respondent to undertake building work. The applicant claims $27,729.76 being the amount expended by the applicant in having the work completed by alternative contractors.
The difficulty facing the applicant is that the respondent has been deregistered. In NTL Constructions Pty Ltd v Queensland Building and Construction Commission[1] the Tribunal explained the consequences of the deregistration of a company:
[4] The effect of deregistration is that the company ceases to exist: Corporations Act, s 601AD(1). Because the company ceases to exist, it is not a legal entity and it cannot institute or continue legal proceedings brought by it before deregistration. All proceedings brought by or against a deregistered company are a nullity.
…
[6] The consequence of deregistration is that no step taken in these proceedings can be taken by or against NTL unless the company is reinstated. Until that happens, the course of authority establishes that upon deregistration, any proceedings brought by the deregistered company “abate”, in the sense of being extinguished or annulled.
[7] ASIC or the Court may reinstate a deregistered company: s 601AH(1), (2). ASIC may do so if satisfied the company should not have been deregistered and the Court may do so if satisfied that it is just that the company’s registration be reinstated. If the company is reinstated, it is taken to have continued in existence as if it had not been deregistered. Any property that is still vested in the Commonwealth or ASIC (including any chose of action) revests in the company: s 601AH(5).
(footnotes omitted)
[1][2022] QCAT 239.
As explained in the above passage the action against the respondent cannot proceed. The respondent, having been deregistered, has ceased to exist as a legal entity.
The applicant may take steps to attempt to have the respondent reinstated which, if successful, would enable the applicant to bring a further proceeding against the respondent. Of course, whether this course of action is pursued will depend to a large extent on whether the applicant is likely to enjoy the fruits of a successful claim.
The proceeding is dismissed.

The case of Nair v BNM Ahmad Group Pty Ltd involves an application brought against a company that had been deregistered. The applicant, Nair, sought to proceed with the legal matter against the company, which had been dissolved. The case was heard in the Queensland Civil and Administrative Tribunal, which had to determine whether it could entertain the application against a company that was no longer a legal entity.

The legal issues before the tribunal centred on the validity of continuing proceedings against a deregistered company and the potential for the company to be reinstated to allow for further legal action. The tribunal had to assess whether it was permissible to proceed with the case under these circumstances and whether the applicant could apply for the company to be reinstated.

The tribunal found that the application against the deregistered company was a nullity as a deregistered company cannot be a party to legal proceedings. The tribunal noted that such proceedings would not be valid, and thus, the applicant was unable to pursue the matter against the company in its current state. However, the tribunal clarified that the applicant could apply to have the company reinstated to legal personhood, which would then permit the initiation of further proceedings. Consequently, the tribunal dismissed the application, as it could not proceed against the deregistered company.

The tribunal’s orders were straightforward: the proceedings were dismissed, and it was noted that the applicant retained the option to apply for the company’s reinstatement, which would be a prerequisite for any future legal action.

CaseChat Overview and Summary

Orders of the court

Background to the litigation

Evidence Before The Court

Reasons for decision

Legal Principle Established