A restaurant granted a bank, Westpac, security over its assets. When the business went sour and the bank came to enforce the security, it found the registration of the business name, Melba’s on the Park, had been transferred to someone else and another company incorporated under the name too. Apparently, the ability to sell the restaurant business with its name would add significant value.
What to do?
Somehow, the bank has persuaded the Supreme Court of Queensland to grant declarations and injunctions transferring the names back to Westpac.
Mark Davison explores the judgment and how it should have worked here.
I guess if you were taking security over something as risky as goodwill, it certainly wouldn’t hurt to try and tie down the business name registrations etc. In the good old (monochrome) days, people giving licences or lending on security in such situations used to get signed Cessation/Transfer of Business Name forms and shareholders’ resolutions to change the corporate name. That led to powers of attorney and stamp duty issues. And, of course, wouldn’t have worked here once the business name was in someone else’s name!
Case is Westpac Banking Corporation v. McMillan & Melbas On The Park Pty Ltd (formerly Credit Systems Australia Pty Ltd)  QSC 2006