Wells Fargo Trust Company, National Association (as owner trustee) v VB Leaseco Pty Ltd (administrators appointed) [2022] HCA 8

HIGH COURT OF AUSTRALIA

KIEFEL CJ,

GAGELER, KEANE, EDELMAN AND STEWARD JJ

WELLS FARGO TRUST COMPANY, NATIONAL

ASSOCIATION (AS OWNER TRUSTEE) & ANOR APPELLANTS

AND

VB LEASECO PTY LTD (ADMINISTRATORS

APPOINTED) & ORS RESPONDENTS

Wells Fargo Trust Company, National Association (as owner trustee) v VB Leaseco Pty Ltd (administrators appointed)

[2022] HCA 8

Date of Hearing: 4 November 2021

Date of Judgment: 16 March 2022

S60/2021

ORDER

1. Order 3 of the orders of the Full Court of the Federal Court of Australia made on 7 October 2020 be set aside and, in its place, it be ordered that: "the respondents pay the appellants' costs of the proceedings before the primary judge as agreed or assessed".

2. Appeal otherwise dismissed.

3. The appellants pay the respondents' costs of the appeal.

4. The amount of $500,352.99, paid into the Federal Court of Australia by the appellants pursuant to the orders of the Federal Court of Australia made on 10 November 2020, be released to the respondents.

On appeal from the Federal Court of Australia

Representation

B W Walker SC with P F Santucci for the appellants (instructed by Norton Rose Fulbright Australia)

J T Gleeson SC with K I H Lindeman for the respondents (instructed by Clayton Utz)

Notice: This copy of the Court's Reasons for Judgment is subject to formal revision prior to publication in the Commonwealth Law Reports.

CATCHWORDS

Wells Fargo Trust Company, National Association (as owner trustee) v VB Leaseco Pty Ltd (administrators appointed)

Aviation – Aircraft leasing – Where first appellant leased aircraft engines to lessee company – Where administrators appointed to lessee company – Where lease agreements specified obligations for redelivery of aircraft engines – Where Protocol to Convention on International Interests in Mobile Equipment on Matters Specific to Aircraft Equipment ("Protocol") required administrators to "give possession" of aircraft engines upon insolvency-related event – Where specific redelivery obligations under lease agreements preserved by Convention on International Interests in Mobile Equipment but constrained by s 440B of Corporations Act 2001 (Cth) – Whether obligation to give possession under Art XI(2) of Protocol fulfilled by administrators providing opportunity to take possession of aircraft engines in Australia – Meaning of "give possession" in Art XI(2) of Protocol.