CLASSIC MINERALS LIMITED -v- RELIANT RESOURCES PTY LTD [2026] WASC 318

[2026] WASC 318 Page 1 JURISDICTION : SUPREME COURT OF WESTERN AUSTRALIA IN CHAMBERS CITATION : CLASSIC MINERALS LIMITED -v- RELIANT RESOURCES PTY LTD [2026] WASC 318 CORAM : MASTER RUSSELL HEARD : 29 JULY 2026 DELIVERED : 29 JULY 2026 PUBLISHED : 4 AUGUST 2026 FILE NO/S : COR 21 of 2026 BETWEEN : CLASSIC MINERALS LIMITED Plaintiff AND RELIANT RESOURCES PTY LTD Defendant Catchwords: Corporations Law - Application to set aside statutory demand - Whether there is a genuine dispute as to existence or amount of debt - Whether there is an offsetting claim - Turns on own facts Legislation: Corporations Act 2001 (Cth) s 459G, s 459G(1), s 459H(1)(a), s 459H(1)(b), s 459H(5), s 459N -- 1 of 15 -- [2026] WASC 318 Page 2 Result: Application granted Statutory demand set aside Category: B Representation: Counsel: Plaintiff : R Gillon Defendant : T Colcutt Solicitors: Plaintiff : Lawton Gillon Defendant : Mendelawitz Morton Commercial Lawyers Case(s) referred to in decision(s): CA & Associates Pty Ltd v Fini Group Pty Ltd [2020] WASCA 31 Complete Hire & Sales Pty Ltd v Terra Firma Constructions Pty Ltd [No 2] [2018] WASCA 111 Eyota Pty Ltd v Hanave Pty Ltd (1994) 12 ACSR 785 WA Glass Pty Ltd v Auto Control Systems Pty Ltd [No 2] [2023] WASCA 85 -- 2 of 15 -- [2026] WASC 318 MASTER RUSSELL Page 3 MASTER RUSSELL: Introduction 1 The plaintiff, Classic Minerals Limited (Classic Minerals), applied under s 459G of the Corporations Act 2001 (Cth) (Act) to set aside a statutory demand issued by the defendant, Reliant Resources Pty Ltd (Reliant Resources). 2 The statutory demand is dated 2 February 2026 and was served on Classic Minerals on 4 February 2026 (Demand). The Demand claims payment of $278,494.90 in respect of a debt alleged to be due and payable by Classic Minerals to Reliant Resources in respect of 30 unpaid invoices rendered between 9 January 2024 and 7 January 2025 (Debt). 3 The Debt was also demanded in an earlier statutory demand dated 19 June 2025, which Classic Minerals applied to set aside in COR 105 of 2025. Orders were made by consent in that proceeding, on 17 November 2025, setting aside the earlier statutory demand and that Reliant Resources pay Classic Minerals' costs fixed in the sum of $6,996. Classic Minerals says that those costs have not been paid by Reliant Resources.1 4 Classic Minerals brought this application to set aside the Demand by originating process filed on 19 February 2026 (Application). It is not disputed that the Application was filed and served within the time required under s 459G of the Act. 5 By the Application, Classic Minerals sought an order that the Demand: (a) be set aside pursuant to s 459H(1)(a) of the Act on the ground that there is a genuine dispute between the parties as to the existence or the amount of the Debt; and/or (b) be set aside or varied pursuant to s 459H(1)(b) of the Act on the ground that it has an offsetting claim against Reliant Resources, which exceeds the amount of the Demand. 6 The Application also refers to s 459J of the Act. No submissions were made to the effect that the Demand should be set aside for some other reason under s 459J. The issue of the earlier statutory demand and 1 Affidavit of Madhukar Bhalla sworn on 17 February 2026 (First Bhalla Affidavit) [5] - [8], 'MB-4'. -- 3 of 15 -- [2026] WASC 318 MASTER RUSSELL Page 4 the application to set it aside were not advanced as other reasons why the Demand should be set aside in this Application. 7 In support of the Application, Classic Minerals relied on an outline of submissions filed on 22 June 2026, two affidavits sworn by its company secretary, Madhukar Bhalla, on 17 February 2026 (First Bhalla Affidavit) and 16 April 2026 (Second Bhalla Affidavit) and an affidavit of Fleta Jay England, attaching an updated ASIC extract, sworn on 28 July 2026 (England Affidavit). 8 The Application was opposed by Reliant Resources. It relied on an outline of submissions filed on 27 July 2026 and affidavits of Dean Barry Goodwin: (a) sworn in opposition to the Application on 24 March 2026 (Goodwin Affidavit); and (b) in support of the Demand, sworn on 2 February 2026, a copy of which is annexed to the First Bhalla Affidavit at 'MB2' (Goodwin Demand Affidavit). 9 I heard the Application on 29 July 2026 and, having considered the affidavits and submissions filed by the parties and the further submissions made at the hearing of the Application, I was satisfied that the Demand should be set aside pursuant to s 459H of the Act. 10 I gave brief oral reasons for my decision and made orders that the Demand be set aside and that Reliant Resources pay Classic Minerals' costs of the Application to be taxed if not agreed. I said I would publish more detailed reasons for my decision. These are those reasons. Applicable principles 11 Section 459G(1) of the Act provides that a company may apply to the court for an order setting aside a statutory demand served on it. The principles relevant to an application to set aside a statutory demand are well established and are not in dispute. Genuine dispute 12 The principles applicable to the determination of whether there is a genuine dispute for the purpose of s 459H(1)(a) of the Act were restated by the Court of Appeal in WA Glass Pty Ltd v Auto Control -- 4 of 15 -- [2026] WASC 318 MASTER RUSSELL Page 5 Systems Pty Ltd [No 2],2 referring3 to Buss P's and Vaughan JA's summary of the authorities and well-established principles in CA & Associates Pty Ltd v Fini Group Pty Ltd:4 1. The court's function is to determine whether there is a genuine dispute; the court is not expected to undertake an extended inquiry or attempt to weigh the merits of the dispute. It is not part of the court's function to resolve the dispute. 2. It suffices if there is a 'plausible contention' requiring 'further investigation' - something that may be equated to the criterion of whether there is a 'serious question to be tried'. 3. However, the applicant must establish that: (a) the dispute is bona fide and truly exists in fact; and (b) the grounds alleging the existence of the dispute are real and not spurious, hypothetical, illusory or misconceived. (citations omitted) 13 In WA Glass [No 2],5 referring to the often-cited decision of McLelland CJ in Eq in Eyota Pty Ltd v Hanave Pty Ltd,6 the court continued:7 Thus there must be an evidential basis for the asserted dispute. Mere assertion is insufficient. So too a claim that is spurious or fanciful is insufficient. The dispute must have a sufficient objective existence and prima facie plausibility. The requirement is to refer to something more than the mere 'raising' of a dispute or, in the context of an offsetting claim, the mere 'making' of a claim. The provisions assume that the dispute or offsetting claim have an 'objective' existence the genuineness of which is capable of being assessed. The word 'genuine' is included to sound a note of warning that the propounding of spurious disputes or claims is to be expected but must be excluded from consideration. Offsetting claim 14 'Offsetting claim' is defined in s 459H(5) of the Act as: … a genuine claim that the company has against the respondent by way of counterclaim, set-off or cross-demand (even if it does not arise out of 2 WA Glass Pty Ltd v Auto Control Systems Pty Ltd [No 2] [2023] WASCA 85 (WA Glass [No 2]) [46] - [50] (Buss P, Mitchell & Vaughan JJA). 3 WA Glass [No 2] [46]. 4 CA & Associates Pty Ltd v Fini Group Pty Ltd [2020] WASCA 31 (CA & Associates) [35]. 5 WA Glass [No 2] [48] - [50]. 6 Eyota Pty Ltd v Hanave Pty Ltd (1994) 12 ACSR 785, 787. 7 WA Glass [No 2] [49] - [50]. -- 5 of 15 -- [2026] WASC 318 MASTER RUSSELL Page 6 the same transaction or circumstances as a debt to which the demand relates). 15 The principles to be applied in determining whether there is an offsetting claim for the purpose of s 459H(1)(b) of the Act were stated in Complete Hire & Sales Pty Ltd v Terra Firma Constructions Pty Ltd [No 2],8 and summarised in WA Glass [No 2],9 relevantly, as follows: 1. An offsetting claim is not confined to debts which are due and payable. 2. A claim for an unliquidated sum may be an offsetting claim. 3. To be used as an offsetting total, the counterclaim, set-off or cross-demand must be for an amount capable of being quantified in money terms. 4. It is necessary for the person applying to set aside a statutory demand to take steps to quantify the counterclaim, set-off or cross claim. … 6. An affidavit in support will be insufficient if it does not contain material from which a court can make an estimate of the amount of an offsetting claim. 7. A company seeking to set aside or reduce a statutory demand on the basis of an offsetting claim does not need to set out evidence supporting the claim in meticulous detail. It is enough that the company provides evidence of a plausible and coherent basis for quantifying the claim or showing that it exceeds the amount of the debt demanded. Precise quantification is unnecessary. 8. The court must keep in mind that the task which it is performing is the determination of the amount of a genuine dispute or claim, which must exist in fact, rather than resolving the dispute or offsetting claim or attempting to predict its outcome. … Relevant factual background 16 The following relevant factual background is derived from the affidavits filed. 8 Complete Hire & Sales Pty Ltd v Terra Firma Constructions Pty Ltd [No 2] [2018] WASCA 111 (Complete Hire) [15] - [19]. 9 WA Glass [No 2] [105]. -- 6 of 15 -- [2026] WASC 318 MASTER RUSSELL Page 7 17 Classic Minerals is a mining exploration company listed on the Australian Securities Exchange (ASX). It is not disputed that it has previously engaged the services of Reliant Resources, through which its sole director and shareholder, Dean Goodwin, provided mining consultancy services as a geologist, amongst other services, to Classic Minerals.10 18 Mr Goodwin's role at Reliant Resources is Principal Geologist. He deposes that the mining consultancy services he provides through Reliant Resources include the management of day-to-day mining operations and other mining consultancy services, including working with resource development geologists, and the hire of equipment required for the provision of such services.11 19 Mr Goodwin deposes that: (a) he first did work for Classic Minerals from about October 2017, as a technical geologist, after discussions with John Doutch, who he says was a major shareholder of Classic Minerals, and his son, Justin Doutch, who was the Managing Director of Classic Minerals at that time;12 (b) Mr Goodwin took on the role of chief executive officer (CEO) of Classic Minerals in about November 2017, worked in that role until March 2025, and formally resigned as CEO with effect from 7 April 2025;13 (c) up until July 2019, the fees for the services he provided to Classic Minerals and for equipment hired to it were invoiced to Classic Minerals by Reliant Resources on a monthly basis at the daily rates agreed with John Doutch;14 (d) Classic Minerals and Reliant Resources subsequently entered into three written agreements in relation to the services provided by Mr Goodwin through Reliant Resources, dated 1 July 2019,15 1 February 202116 and 1 February 2023;17 and 10 First Bhalla Affidavit [9] - [11]; Goodwin Affidavit [1], [7] - [8]. 11 Goodwin Affidavit [8] - [10]. 12 Goodwin Affidavit [22] - [24], [28] - [29]. 13 Goodwin Affidavit [30] - [33]. 14 Goodwin Affidavit [25] - [27], [45] - [50], 'DBG-3'. 15 Goodwin Affidavit [52] - [54], 'DBG-4'. 16 Goodwin Affidavit [57] - [59], 'DBG-6'. 17 Goodwin Affidavit [62] - [64], 'DBG-8'. -- 7 of 15 -- [2026] WASC 318 MASTER RUSSELL Page 8 (e) from July 2019, Reliant Resources issued invoices to Classic Minerals each month for the services provided by Mr Goodwin,18 which were paid up until the invoices the subject of the Demand. 20 Mr Bhalla also refers to the second of those agreements, dated 1 February 2021, and attaches a copy of it to the First Bhalla Affidavit. He refers to it as the Services Contract.19 21 The Services Contract provides, in effect, that Reliant Resources will provide various geological services for the Forrestania Gold Project and the Kat Gap Project, which would be invoiced to Classic Minerals at a monthly rate of $33,000 including GST, which included the hire of the equipment specified in the Service Contract.20 22 The third agreement dated 1 February 2023 is in essentially the same terms as the Services Contract. In addition, it provides that Reliant Resources will be entitled to a vehicle up to a value of $150,000 to be supplied by Classic Minerals at no cost to Reliant Resources.21 It is signed on behalf of Reliant Resources. It is not clear whether it is signed on behalf of Classic Minerals. 23 Mr Bhalla deposes that the Services Contract came to an end in about August 2023, after which Reliant Resources continued to provide services to Classic Minerals but the services provided were not as extensive as contemplated under the Services Contract.22 Mr Bhalla says that Mr Goodwin and Reliant Resources ceased providing services to Classic Minerals in about September 2023,23 but Reliant Resources continued to issue invoices to Classic Minerals up until July 2025 for both consultancy services and equipment hire, which are disputed.24 24 Classic Minerals denies that it is indebted to Reliant Resources for the invoices which make up the Debt on the basis Mr Goodwin and Reliant Resources did not provide services during the period the invoices were issued. It also disputes it is liable to pay any hire or other fees in relation to equipment, including a diamond core saw, all-terrain vehicle and Vermeer skid loader. 18 Goodwin Affidavit [55] - [56], 'DBG-5', [60] - [61], 'DBG-7', [65] - [66], 'DBG-9'. 19 First Bhalla Affidavit [10], 'MB5'. 20 Goodwin Affidavit [59], 'DBG-6'. 21 Goodwin Affidavit [64], 'DBG-8', page 101. 22 First Bhalla Affidavit [12] - [13]. 23 First Bhalla Affidavit [14], [17] - [20]. 24 See First Bhalla Affidavit [21] - [44], 'MB6' - 'MB8'; Goodwin Affidavit [67] - [94], 'DBG-10' - 'DBG-12'. -- 8 of 15 -- [2026] WASC 318 MASTER RUSSELL Page 9 25 Classic Minerals also claims to have an offsetting claim of at least $276,884.44, which it alleges is owed to it by Reliant Resources in respect of overpayment of invoices for services Classic Minerals says have not been provided to it by Mr Goodwin or Reliant Resources, and in relation to amounts owed to it by Reliant Resources. Classic Minerals' evidence and submissions in support of the Application 26 As outlined, Classic Minerals disputes that it is liable to pay the invoices that make up the Debt and contends that the Demand should be set aside on the ground there is a genuine dispute about the existence of the Debt. I do not repeat its evidence or submissions. What follows is a summary. 27 Mr Bhalla deposes that Mr Goodwin was the only person that Reliant Resources provided services through to Classic Minerals and that from September 2023, Mr Goodwin was unable to continue to provide services and did not do so, yet Reliant Resources continued to invoice for services.25 The relevant invoices the subject of the Demand are:26 (a) invoice number 84, dated 9 January 2024 for $32,930; (b) invoice number 85, dated 25 October 2024 for $33,000; (c) invoice number 86, dated 26 November 2024 for $33,000; and (d) invoice number 87, dated 7 January 2026 for $33,000. 28 In relation to the invoices issued for equipment hire, Mr Bhalla deposes, in effect, that: (a) Reliant Resources charged Classic Minerals separately for the use of an all-terrain vehicle used by Mr Goodwin to perform services provided by Reliant Resources, which Mr Bhalla says was only required to be used to access a particular pit that was only open from March 2022 to May 2022;27 (b) all of the invoices that begin 'ATV' relate to the all-terrain vehicle, but there was no agreement between Classic Minerals 25 First Bhalla Affidavit [14] - [20], [54] - [56], 'MB12'. 26 First Bhalla Affidavit [4], 'MB2', page 43, schedule to Demand. 27 First Bhalla Affidavit [21] - [25]; Second Bhalla Affidavit [13]. -- 9 of 15 -- [2026] WASC 318 MASTER RUSSELL Page 10 and Reliant Resources that Classic Minerals would pay for the use of the all-terrain vehicle if it was not being used;28 (c) Reliant Resources hired a cutting saw (referred to by Mr Goodwin as a diamond blade core saw)29 to Classic Minerals when it was carrying out diamond drilling, and which Reliant Resources stored on Classic Minerals' tenements when it was not being used;30 (d) all the invoices that begin with 'CS' relate to the core saw, but there was no agreement between Classic Minerals and Reliant Resources that Classic Minerals would pay for the use of the core saw if it was not being used by Classic Minerals or by Reliant Resources to provide services to Classic Minerals;31 (e) Reliant Resources provided a Vermeer skid loader for use by Classic Minerals, which was stored at Classic Mineral's premises when it was not being used by Reliant Resources, and which was required infrequently by Classic Minerals and was last used by it in about December 2023 for a period of five days;32 (f) Classic Minerals agreed to pay Reliant Resources a hire charge for the Vermeer skid loader on each occasion it used it but had no need for the loader on a permanent basis and did not ask for it to be made available to it, but Reliant Resources has issued invoices to Classic Minerals for the hire of the Vermeer skid loader, being the invoices that start with 'VM'.33 Offsetting claim 29 In addition to its contention there is a genuine dispute, it is submitted on behalf of Classic Minerals that there is no amount currently owing by it to Reliant Resources. It submits that, on the contrary, Reliant Resources owes more to Classic Minerals than the alleged Debt. 30 Classic Minerals contends that it has an offsetting claim of at least $276,884.44, which it alleges is owed to it by Reliant Resources for 28 First Bhalla Affidavit [21] - [26], 'MB6'. 29 Goodwin Affidavit [68]. 30 First Bhalla Affidavit [28] - [30]. See also Second Bhalla Affidavit [9] - [12]. 31 First Bhalla Affidavit [31] - [35], 'MB7'. 32 First Bhalla Affidavit [36] - [39]. 33 First Bhalla Affidavit [40] - [44], 'MB8'. See also Second Bhalla Affidavit [14]. -- 10 of 15 -- [2026] WASC 318 MASTER RUSSELL Page 11 overpayments of invoices made by Classic Minerals to Reliant Resources, for services it says have not been performed or for hire fees for equipment not required or agreed. This amount does not include the amount of the unpaid costs orders made in favour of Classic Minerals in COR 105 of 2025.34 31 Mr Bhalla attaches a schedule to the First Bhalla Affidavit setting out the overpayments he contends have been made by Classic Minerals to Reliant Resources, and other credits that he says ought to have been provided to Classic Minerals, as follows:35 (a) amount quoted (described as 'Quoted Balance') of $360,934.90; (b) less amounts totalling $254,313.34,36 stated to have been paid or deducted from the Quoted Balance, leaving a balance of $106,621.56, comprised of: (i) a payment of $5,000 made on 28 February 2025; (ii) cash taken by Mr Goodwin on 25 and 26 March 2025 in amounts of $50,160 and $27,280, respectively; and (iii) 'Shares Adjustment' on 20 October 2022 in the amount of $94,433.34; (c) less reversal of invoices totalling $383,506 alleged to have been overpaid by Classic Minerals, comprised of: (i) $111,630 in respect of the reversal of invoices dated from 2 March 2022 to 7 January 2025 for the all-terrain vehicle;37 (ii) $172,480 in respect of invoices issued from 28 January 2023 to 31 July 2024 for the core saw for the purpose of diamond drilling, with a note that diamond drilling ceased in November 2022;38 (iii) $33,396 in respect of invoices issued between 9 January 2024 and 4 May 2024 for a Vermeer skid loader for the 34 First Bhalla Affidavit [58] - [59], 'MB15'. 35 First Bhalla Affidavit [58], 'MB15'. 36 See First Bhalla Affidavit [45] - [53], 'MB9' - 'MB11'. 37 See First Bhalla Affidavit [21] - [27], 'MB6'; Second Bhalla Affidavit [13]. 38 See First Bhalla Affidavit [28] - [35], 'MB7'; Second Bhalla Affidavit [9] - [12]. -- 11 of 15 -- [2026] WASC 318 MASTER RUSSELL Page 12 purpose of gold processing, with a note that gold processing ceased in December 2023;39 (iv) $66,000 in respect of two invoices dated 3 December 2023 and 9 January 2024 for consultancy services provided by Mr Goodwin in November and December 2023, which it is alleged were not provided as Mr Goodwin provided medical certificates as to his inability to work for those two months;40 and (d) an outstanding amount alleged to be due to Classic Minerals and payable by Reliant Resources of $276,884.44.41 32 Mr Bhalla explains that the amount of $94,433.34 described in the schedule as 'Shares Adjustment' on 20 October 2022 arises from an agreement between Classic Minerals, Reliant Resources and Focus Mining Maintenance Solutions Pty Ltd (Focus Mining), under which Classic Minerals issued shares to the value of $154,433.34 to Reliant Resources, of which $60,000 was in satisfaction of two invoices issued by Reliant Resources to Focus Mining in respect of equipment sold to it. The balance of $94,433.34 was to be treated as a credit to Classic Minerals to be applied against future invoices from Reliant Resources.42 Reliant Resources' opposition to the Application 33 The Goodwin Affidavit runs to 591 pages, including attachments. What follows is a summary of Reliant Resources' evidence and submissions in opposition to the Application. 34 Reliant Resources emphasised the need for there to be an evidentiary basis to ascertain whether or not there is a genuine dispute as to the existence of the Debt or a genuine offsetting claim.43 It says that Classic Minerals has not provided contemporaneous documentary evidence that corroborates the version of events set out in the First and Second Bhalla Affidavits, which it submits contain unsupported assertions and statements and do not establish a genuine dispute or offsetting claim. As such, it says that the Demand should stand and the Application should be dismissed. 39 See First Bhalla Affidavit [36] - [44], 'MB8'; Second Bhalla Affidavit [14]. 40 See First Bhalla Affidavit [54] - [55], 'MB12', 'MB13'. 41 See First Bhalla Affidavit [58] - [59], 'MB15'. 42 First Bhalla Affidavit [45] - [51], 'MB9' - 'MB11'. See also Second Bhalla Affidavit [21]. 43 Referring to WA Glass [No 2] [49] - [50]. -- 12 of 15 -- [2026] WASC 318 MASTER RUSSELL Page 13 35 In the Goodwin Affidavit, Mr Goodwin disputes Mr Bhalla's evidence, stating that his assertions about Reliant Resources not providing services after September 2023 and the use of equipment supplied by Reliant Resources are incorrect.44 36 Mr Goodwin makes numerous references to Reliant Resources' arrangements with Classic Minerals, including in relation to payment of invoices for the services provided, including the approval process. He refers to discussions he had with John Doutch, who he says was a major shareholder of Classic Minerals and oversaw and made all the important decisions as to how Classic Minerals was run during the time that Mr Goodwin worked at Classic Minerals.45 37 Mr Goodwin also deposes to equipment provided by Reliant Resources for use by Classic Minerals, or for the services Reliant Resources provided to it, and to an agreement reached in discussions with John Doutch that Reliant Resources would charge a hire fee for the equipment regardless of whether it was used or not.46 38 Mr Bhalla disputes that John Doutch is or was a major shareholder of Classic Minerals. He deposes that John Doutch has never been a major shareholder or director of Classic Minerals. Rather, he says John Doutch was always an adviser to Classic Minerals and under the control of the board of directors.47 39 In relation to the alleged reduction in hours and services not being provided, whilst Mr Goodwin accepts there was a period of time when he did not provide services, he says, amongst other things, that he provided services working from home due to personal circumstances that he deposes to. He says that John Doutch and Kristina Stanley, who dealt with the accounts at Classic Minerals, told him to submit invoices.48 He says that he continued working for Classic Minerals and provided services to them for Reliant Resources until March 2025, and resigned as CEO with effect from 7 April 2025.49 40 There is clearly a conflict on the evidence in relation to the arrangements between the parties and the provision of services and the hire of the equipment. These are not matters that can or should be 44 Goodwin Affidavit. 45 Goodwin Affidavit [22] - [23], [30], [35] - [44]. 46 Goodwin Affidavit [48] - [51], [68] - [73], [75] - [78], [80] - [81], [83] - [84], [86] - [92], [94] - [95]. 47 First Bhalla Affidavit [15] - [16]; Second Bhalla Affidavit [5] - [8]. 48 Goodwin Affidavit [95] - [103], 'DBG-13' - 'DBG-15', [111], [115], [136] - [155], 'DBG-17' - 'DBG-19'. 49 Goodwin Affidavit [156] - [164], 'DBG-20', 'DBG-21'. -- 13 of 15 -- [2026] WASC 318 MASTER RUSSELL Page 14 resolved in this Application. The court's task is limited to determining whether there is a genuine dispute. It is not to undertake a detailed inquiry or attempt to weigh the merits of the dispute.50 41 Reliant Resources submits that Mr Bhalla's evidence comprises mere assertions and statements that are not supported by contemporaneous or corroboratory evidence and, taking his evidence at its highest, it is not plausible and is insufficient to establish that a bona fide genuine dispute or offsetting claim exists. It also submits that it may be inferred from the fact that no dispute or offsetting claim was raised by Classic Minerals before the first statutory demand was issued, that the dispute and claims now made are not genuine. 42 In my view, the evidence adduced by Classic Minerals in support of the Application does give rise to plausible contentions that require further investigation. The bases set out for disputing the Debt are not so lacking in merit as to indicate that the dispute advanced is not genuine, such that what is advanced is not a reason for non-payment of the Debt. That is to say that the existence of the dispute provides a reason, other than insolvency, as to why the demanded amount has not been paid.51 43 I am satisfied that Mr Bhalla's affidavits are sufficient to meet the relatively low threshold of demonstrating that there is a genuine dispute as to the existence or amount of the Debt. There are issues for further investigation, including as to the terms of the agreement between Classic Minerals and Reliant Resources for the provision of services and the hire and use of equipment the subject of the invoices and whether the invoices are due and payable. As such, the Demand should be set aside on the ground there is a genuine dispute as to the existence or amount of the Debt. 44 There is also conflicting evidence in relation to matters the subject of the offsetting claim advanced by Classic Minerals, including as to the alleged overpayment of invoices for services and equipment hire, the claim concerning Focus Mining and the 'Shares Adjustment', and in relation to cash alleged to have been taken by Mr Goodwin. 50 CA & Associates [35]. 51 See CA & Associates [88], citing Complete Hire [5] - [6]. -- 14 of 15 -- [2026] WASC 318 MASTER RUSSELL Page 15 45 However, having determined, for the reasons stated, that the Demand should be set aside on the basis there is a genuine dispute, it is not necessary to determine whether Classic Minerals has an offsetting claim, or the amount of such claim. Conclusion and orders 46 For these reasons, I was satisfied the Demand should be set aside pursuant to s 459H of the Act. I made an order to that effect. I also made an order that Reliant Resources pay Classic Minerals' costs of the Application to be taxed if not agreed. I certify that the preceding paragraph(s) comprise the reasons for decision of the Supreme Court of Western Australia. SC Associate to Master Russell 4 AUGUST 2026 -- 15 of 15 --