General News
6 December, 2025
Lake Fyans lease clause doesn’t hold water
A County Court ruling involving the Lake Fyans Holiday Park has delivered one of the most important clarifications in years on how Victoria’s Retail Leases Act 2003 applies to long-term leases on Crown land, with legal observers hailing it as a landmark moment for the state’s leasing framework.
The dispute, LFRACM (Lake Fyans Recreational Area Committee of Management) Inc v Halski Pty Ltd & Anor [2025] VCC 1506, centred on whether the 21-year lease of the Lake Fyans Holiday Park fell under the Retail Leases Act — if it did, the proper forum would be VCAT, and the tenant would receive the full suite of retail-tenancy protections.
The Lake Fyans Recreational Area Committee of Management, which manages the Lake Fyans land on behalf of GWM Water, argued the lease sat outside the Act because a 2004 ministerial determination excludes certain long-term leases where tenants are clearly obliged to perform “substantial works.”
The committee relied on a lease clause requiring the tenant to undertake “all substantial work” on buildings, plant and equipment, arguing this triggered the exception and kept the arrangement outside retail-tenancy law.
Judge Macnamara rejected that interpretation, finding the clause lacked the specificity required to activate the ministerial exception.
The Court held the lease did not impose a genuine, identifiable obligation to carry out major works, meaning the agreement remained subject to the Retail Leases Act.
“A broadly worded obligation to repair or maintain,” Judge Macnamara found, “does not of itself amount to an obligation to perform substantial construction, repair or renovation works.”
He stressed that the exception is narrow and must be applied precisely, noting it was designed to capture major redevelopment arrangements, not broadly exclude long Crown-land leases.
A second judgment, [2025] VCC 1557, addressed an additional argument raised by the landlord regarding a separate clause, and again the judge found it insufficient to trigger the ministerial exception.
Commercial barrister Sam Hopper SC, who acted for the tenant and published an analysis of the case, said the ruling was “the first Victorian decision to directly examine how the 2004 ministerial determination operates in practice” and would likely guide courts and tribunals for years.
Mr Hopper described it as a “landmark clarification” confirming that only a specific, genuine obligation to undertake major works is capable of switching off the Act.
For operators of caravan parks, motels, campgrounds and other long-term tourism leases across regional Victoria, the judgment provides new certainty. Many such leases contain broad maintenance duties, but under this ruling those clauses are not enough to exclude the Act’s protections.
The Court has asked the parties to prepare draft orders giving effect to the reasons, with final orders still to come.
What is the 2004 ministerial determination?
In 2004, the Victorian Small Business Minister issued a Ministerial Determination that excludes certain long-term leases from the Retail Leases Act 2003.
The determination says the Act does not apply if:
• a tenant is required under the lease to carry out substantial construction, repair or renovation works, and
• the value of those works makes the arrangement more like a development project than a standard commercial tenancy.
The exception was designed to keep major redevelopment agreements, such as long-term Crown-land projects or significant building upgrades, outside the usual retail-tenancy framework.
Courts have since held the exclusion must be interpreted narrowly. For the exception to apply, the tenant must be subject to a clear, specific, and identifiable obligation to carry out major works, not just broad repair or maintenance duties.
The Lake Fyans decision is the first Victorian case to closely examine how the 2004 determination operates in practice, confirming that general upkeep clauses are not enough to exclude a lease from the Act.
Read More: Stawell