Selected cases

Supreme Court of New South Wales · [2026] NSWSC 373

Garan Holdings v Stonepoint Capital Management

A NSW Supreme Court case about a property group, a trusted adviser, a failed investment fund and misleading representations about security,...

Supreme Court of New South Wales5 June 2026

Plain-English explainers, not legal advice. Use the linked official source for section-level detail, and get advice for your situation.

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Quick read

  • A polished information memorandum and trusted adviser relationship will not protect an investment structure if the real flow of money is different from what investors...
  • A NSW Supreme Court case about a property group, a trusted adviser, a failed investment fund and misleading representations about security, returns and redemption rights.

Use this to check

  • Disclaimers are not magic if the overall investment story is misleading.
  • A trusted adviser can owe serious duties where the client relies on them for investment advice.
  • Related-party loans, fees and control rights should be checked before business money moves.

Decision snapshot

  1. What happened

    • Garan group companies and related investors put $17,935,061 into the Stonepoint Capital Fund after accountant and financial adviser Phillip Hunt recommended the investment.
    • The investors were told through an information memorandum, emails and oral statements that the investments were suitable, secured, redeemable on 7 days' notice and would produce specified returns.
    • The Court found the reality was very different: the trustee lent the money to a related company on a practically unsecured basis, with no clear repayment plan, for foreign currency trading using an automated algorithm.
    • The trading failed, and the money was lost or paid out through consulting fees, distributions, travel and entertainment connected with the people behind the fund.
  2. What the court had to decide

    • The Supreme Court had to decide whether representations about the fund were misleading or deceptive, whether the accountant and related entities owed negligence and fiduciary duties, how the trust deed and information memorandum operated, and whether money moved through the fund could support breach of trust, Barnes v Addy and tracing-related relief.
  3. What the court decided

    • The Court said the plaintiffs succeeded almost completely.
    • It accepted major parts of the misleading conduct, breach of trust, fiduciary duty and related claims, including relief connected with unredeemed investments and consequential loss.
    • The parties were directed to confer on final orders, interest and costs, with liberty to apply if agreement could not be reached.

Practical impact

Practical read

  • A polished information memorandum and trusted adviser relationship will not protect an investment structure if the real flow of money is different from what investors were told.
  • Businesses should check adviser conflicts, redemption rights, security, related-party payments and who actually controls the money before committing working capital.

Useful next steps

  • Disclaimers are not magic if the overall investment story is misleading.
  • A trusted adviser can owe serious duties where the client relies on them for investment advice.
  • Related-party loans, fees and control rights should be checked before business money moves.
  • Redemption rights need to be tested against the actual fund structure, not only the pitch.
  • Ask for a simple flow-of-funds diagram before investing business cash.

Practical read

This case reads like the nightmare version of trusting a professional adviser. A property development group wanted somewhere to place funds while keeping the ability to redeem quickly for new projects. The adviser relationship mattered because the investors were not simply reading a brochure cold. They were dealing with an accountant and financial adviser they trusted.

The documents and conversations gave a very different picture from the way the fund actually worked. The money went into an unregistered managed investment scheme, then out through a related-party loan to support foreign exchange trading. The Court accepted that the representations about suitability, security, redemption and returns were misleading, and that the disclaimers in the information memorandum did not undo the impression already created.

For business owners, the practical lesson is not only about investments. It is about any transaction where a trusted adviser, related entity or neat deck sits between you and the real risk. Ask who receives fees, who controls the money, what security exists, what happens on redemption, and whether the written documents match the sales conversations.

Checks to run

Key points

  • Ask for a simple flow-of-funds diagram before investing business cash.
  • Check whether the adviser, trustee, borrower and fee recipients are connected.
  • Get redemption rights, security, guarantees and repayment timing reviewed before signing.
  • Keep emails, pitch materials, meeting notes and signed investment documents together.
  • Do not rely on headline returns unless the risk, security and liquidity are also clear.

Key takeaways

  • Disclaimers are not magic if the overall investment story is misleading.
  • A trusted adviser can owe serious duties where the client relies on them for investment advice.
  • Related-party loans, fees and control rights should be checked before business money moves.
  • Redemption rights need to be tested against the actual fund structure, not only the pitch.

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