Reece Australia Pty Ltd v Alamdo Holdings Pty Ltd

2025/00380447

CONTRACT – on 23 December 2022, a ten-year commercial lease (the Lease) was executed between Alamdo Holdings Pty Ltd (Almado) and Reece Australia Pty Ltd (Reece) – on 27 June 2023 Reece contends that the Lease was terminated, pursuant to Article 29(9), which provided that “either party may terminate this lease if an Occupation Certificate is not obtained within the period ending six months from the Commencement Date” – it was common ground that an Occupation Certificate was not obtained by the relevant date – Alamdo contends that Reece was unable to rely on the express right to terminate in Article 29(9) of the Lease, as the delay was a result of Reece’s breaches of its obligation under Article 29(2) of the Lease to “provide all plans, statements and other information required for Council to expeditiously process its application” – the claim brought by Alamdo, before the primary judge, was for rent and outgoings said to have fallen due following 27 June 2023 – Reece brought a cross-claim which related to a bank guarantee in the amount of $149,640 which was provided by Reece on 7 March 2023 as security for the performance of its obligations under the Lease (the Bank Guarantee) – the main issue for determination before the primary judge was whether the Lease was validity terminated by Reece on 27 June 2023 or whether it remains on foot – the primary judge held that: (1) Reece’s breach of Article 29(2) of the Lease caused, or at least materially contributed to, the non-fulfilment of the condition specified in Article 29(9); (2) as a result, Reece was not entitled to terminate the Lease pursuant to Article 29(9), when it purported to issue a notice of termination on 27 June 2023; (3) since Reece did not allege that the Lease was brought to an end by any other means, the Lease remains on foot; and (4) Reece has failed to establish its cross claim in respect of the Bank Guarantee, which will be dismissed – whether the primary judge made various errors in regards to the “requirement” for a Building Code of Australia Compliance Report – whether the primary judge made various errors in relation to the relevance of pre-existing fire safety breaches by Alamdo – whether the primary judge erred in relation to the likely timing of the development consent – whether the primary judge erred in various evidentiary findings regarding causation.

Alamdo Holdings Pty Ltd v Reece Australia Pty Ltd [2025] NSWSC 946