Narayan, in the matter of Elexsys Energy Pty Ltd (Receivers and Managers Appointed) [2026] FCA 536
In its first win as a newly merged firm, Mitry Emerson Lewis has successfully acted for Marketlend Pty Ltd (Marketlend) in proceedings before the Federal Court of Australia. In Narayan, in the matter of Elexsys Energy Pty Ltd (Receivers and Managers Appointed) [2026] FCA 536, Justice Shariff upheld Marketlend's entitlement to enforce its security interest and seize eight large commercial batteries valued at approximately $1.99 million from the defendants, rejecting the defendants' competing claims of ownership. The decision provides important guidance on the enforcement of security interests under the Personal Property Securities Act 2009 (Cth) (the PPS Act) and the limits of retention of title clauses in the PPSA era.
Background
Marketlend is a lender and financier that had entered into a series of trade credit agreements and general security deeds with Elexsys Energy Pty Ltd (Elexsys Energy) between 2017 and 2021. Marketlend registered its security interests on the Personal Property Securities Register (PPSR).
By June 2023, Elexsys Energy had defaulted under multiple facilities, with total debts exceeding $2.6 million. In October 2023, Marketlend appointed Edwin Narayan and Domenico Calabretta as Receivers and Managers of Elexsys Energy (Receivers).
At the centre of the dispute was the issue of ownership of eight commercial-grade batteries, each a "Battery = CATL 233kW/233kWh" (the CATL Batteries) which were recorded in Elexsys Energy's own books at approximately $1.99 million. The Receivers sought to seize and realise those batteries as collateral under Marketlend's registered security.
The Competing Claims
Two defendants resisted the Receivers' claims.
The second defendant, Mr Holcombe (a director of Elexsys Energy), claimed he had personally acquired the CATL Batteries from Elexsys Energy before the Receivers were appointed.
The third defendant, Ocean Energy Pty Ltd (Ocean Energy), had originally supplied the CATL Batteries to Elexsys Energy but alleged they had not been paid. Ocean Energy claimed that it had never transferred ownership to Elexsys Energy because its invoices contained a "retention of title" clause, which stated that title would only pass once the purchase price was paid in full.
Both defendants contended, on that basis, that the CATL Batteries were never Elexsys Energy's property to charge in favour of Marketlend.
The Proceeding before Shariff J
Shariff J rejected both claims and upheld Marketlend's entitlement to seize the CATL Batteries.
In doing so, his Honour focused on the following key issues.
The retention of title invoices were not genuine. Ocean Energy tendered invoices purporting to contain a retention of title notation. However, the Receivers produced two other versions of the same invoices from Elexsys Energy's own business records, neither of which contained any such notation. More significantly, the metadata of the invoices tendered by the defendants revealed that the retention of title notation had been added as a text box by an edit made on or about 25 September 2025, nearly four years after the invoices were originally issued. No explanation was offered by the defendants for this modification. His Honour did not accept the veracity of the invoices.
The PPS Act protected Marketlend in any event. Even if the veracity of the invoices of Ocean Energy had been accepted by Justice Shariff , the result would have been the same. Under s 19(5) of the PPS Act, a grantor is taken to have rights in goods which were sold under a conditional sale agreement the moment it takes possession. This meant that Elexsys Energy had a right to deal with the goods, including the ability to grant a charge over the goods in favour of Marketlend, even if Ocean Energy retained title to the CATL Batteries. After registering its security interest, Marketlend then has the ability to enforce its security interest against Elexsys Energy.
. Further, as Marketlend's security interest had been registered on the PPSR well before any alleged sale of the CATL Batteries from Elexsys Energy to Mr Holcombe, Mr Holcombe’s alleged acquisition of the batteries was subject to Marketlend's security.
The Proceeding is a reminder of the importance of registering security interests over personal property without delay. Marketlend successfully did this, and therefore even if Ocean Energy or Mr Holcombe had been found to be the owners of the CATL Batteries, Marketlend remained entitled to enforce its security interest in priority to the rights of Ocean Energy or Mr Holcombe to the goods.
How Can a Secured Creditor Seize Collateral?
Section 123(1) of the PPS Act provides a "self-help" remedy, entitling a secured party to seize collateral by any method permitted by law, if the debtor is in default under the security agreement.
The Court has the power to make supporting declaratory and injunctive orders to facilitate a secured party exercising that right, including restraining the debtor from preventing seizure. Justice Shariff made those orders in Marketlend's favour, allowing Marketlend to the CATL Batteries from Ocean Energy and sell them to recover monies owing to it by Elexsys Energy.