On 28 March 2025, the South Australian Court of Appeal handed down its decision in Rangelea Holdings Pty Ltd v Adnyamathanha Traditional Lands Association & Ors [2025] SASCA 32.
In its decision, the Court of Appeal confirmed the rights of common law holders of native title to access trust information and the powers of prescribed bodies corporate (PBCs) to act on their behalf.
The Court of Appeal in a unanimous decision upheld orders compelling the trustee of a native title benefits trust to produce trust records and submit to independent scrutiny. The decision reinforces the need to ensure that native title benefit trusts are administered transparently and in the interests of those they are intended to benefit.
This appeal arose out of a long-running dispute regarding the administration of the Adnyamathanha Master Trust (Trust), which receives royalty payments under native title mining agreements, and distributes funds to benefit the Adnyamathanha people.
The Adnyamathanha Traditional Lands Association (ATLA) and several Adnyamathanha common law holders (Adnyamathanha Applicants) commenced proceedings in 2021 against Rangelea Holdings Pty Ltd (Rangelea), the trustee of the Trust, to gain access to certain records of the Trust and appoint an inspector to review the Trust’s administration.
In the decision at first instance, the Supreme Court upheld the Respondents’ application and appointed an inspector under section 84C of the Trustee Act 1936 (SA).
Rangelea then appealed against the Supreme Court’s orders.
Rangelea sought to overturn the Supreme Court’s orders on three main grounds:
Rangelea argued that ATLA had not obtained the “consultation and consent” from the native title holders required under regulation 8 of the Native Title (Prescribed Bodies Corporate) Regulations 1999 (Cth) before making a “native title decision” to request trust documents, seek appointment of an inspector or commence proceedings. Rangelea contended that this was essential to ATLA’s authority as agent of the native title holders.
Rangelea submitted that the Trust is a charitable trust, not a private discretionary trust, and therefore the respondents – being only potential objects of a charitable purpose – had no enforceable rights to access trust documents or seek relief. This is compared to the position of a beneficiary of a private discretionary trust.
Rangelea contended that there was no legal basis to appoint an inspector under section 84C of the Trustee Act 1936 (SA).
The Court of Appeal unanimously dismissed the appeal, affirming the Supreme Court’s findings and orders. Key findings were:
The Court of Appeal held that ATLA was acting within its functions as a registered native title body corporate under regulation 7(1)(a). Whilst the request for trust records and commencement of proceedings “related to” native title, it did not “affect” native title as defined in section 227 of the Native Title Act 1993 (Cth). These acts did not involve extinguishment, surrender or change of rights, or hinder the enjoyment or exercise of such rights, and therefore did not affect native title rights and interests. Therefore, ATLA was not required to consult or obtain consent before taking action.
The Court of Appeal noted, of interest, that there is a distinction between native title or native title rights and interests, on the one hand, and monies paid in connection with native title including under a native title mining agreement or as compensation under the Native Title Act. Those monies are “related” to the rights and interests and therefore generally within the authority of the agent prescribed body corporate. The agent’s authority extends to directing another entity to hold those monies on trust for the native title holders, and to seek documents relating to such monies.
The Court of Appeal found that the Trust was intended to benefit identifiable individuals – members of the listed Sub-Groups – and not the public. Whilst the Trust Deed contained some references to charitable purposes, these were permissive, not mandatory, and had never been used. The key purpose of the Trust was to provide benefits to named Traditional Owners and their descendants, making it a private discretionary trust.
In making this finding, the Court of Appeal started with the terms of the Trust Deed, identifying that it is most relevant to consider the way the trust instrument describes the purpose for which the property or assets of the trust are to be applied. A charitable trust must be for the benefit of the public, and the carrying out of its objects must be of benefit to the public, or a section of it. In this case, the Court of Appeal noted that the features of the Trust are suggestive of an intention to benefit named identifiable people rather than purpose.
The Court confirmed that there were significant transparency issues, including:
Despite Rangelea’s claims about auditing, it had failed to provide records or explain how funds were administered. The Court found that beneficiaries had no way to assess whether the Trust was being properly managed.
Under section 84C of the Trustee Act, the Court of Appeal found that the Supreme Court had broad discretion to appoint an inspector where a person with a proper interest seeks review – proof of misconduct or fraud is not required.
Jackson McDonald’s experienced team can provide advice and assistance navigating native title benefits trusts. If you would like more information or assistance, please contact Emma Chinnery.
This article was written by Associate Chantal Kong and Law Graduate Ava Breton.