In Macaulay v Macaulay [2024] NSWSC 1547, the parties are the children of the late Neil Macaulay. He passed away in 2021. They are also the children of the late Janet Macaulay, who passed away in 2012. The plaintiff is Scott Macaulay. The defendants are his brother, Craig Neil Macaulay. He is the First Defendant. His sisters are Christina Jane Kronenberg (Second Defendant) and Tracey Maree Ford (Third Defendant).
In 1989, the late Neil Macaulay and the late Janet Macaulay, along with the plaintiff, formed the Parkvale Pastoral Co. Partnership (the Partnership) to run a farming business on Parkvale, approximately 2,121 acres near Parkes. Neil and Janet purchased Parkvale in 1988 and held it jointly. Over time, they also bought nearby properties. In 1994, the Partnership borrowed money from the Commonwealth Bank of Australia (CBA). They did this to buy a 404-acre property south of Parkvale. This property is known as Miltons or Cordells. Legal ownership was held equally by Neil, Janet, and the plaintiff as tenants in common. In 1999, the plaintiff borrowed funds from CBA to buy a 670-acre property called Fairfield, located east of Parkvale. Scott is the sole registered owner of Fairfield.
Neither Parkvale nor Fairfield were partnership property, although there is a dispute over Milton’s status.
The plaintiff, who had managed farming on all three properties through the Partnership for most of his adult life, was abruptly expelled from the farm in 2017. This expulsion, a result of family tensions mainly linked to disagreements over Neil’s Will regarding the plaintiff and the first defendant, led to the termination of Milton’s Partnership and his estrangement from the family. The plaintiff was the subject of allegations—some criminal—that he physically assaulted Neil, though he was found not guilty at trial.
Neil terminated the Partnership, which by then only included the plaintiff. Disputes continue about the partners’ entitlements. Besides farm properties, Neil and Janet accumulated other assets. These included a modest house in Endeavour Place, Parkes, where they resided later in life. They also had savings and investments like superannuation.
- Neil’s final Will was made on August 10, 2018. It left his estate as follows:
- To the plaintiff: his property at Endeavour Place.
- To the defendants: the remaining estate is divided equally, including all of Parkvale and Neil’s interest in Miltons.
The defendants, as the estate’s executors, were granted probate on January 31, 2023.
For decades, the plaintiff dedicated his life to the family farms, working alongside his parents. The plaintiff poured his energy and efforts into a partnership that concerned three properties. He was comforted by his father, Neil’s, repeated assurances that ‘one day’ the key farms—Parkvale and Miltons—would be his.
But Neil’s final Will changed the plan. The defendant stood to inherit the most valuable land, leaving the plaintiff with only a house. The plaintiff went to Court. He argued that he had relied on his father’s promises for years. Thus, it was unconscionable for the estate to walk away from them.
Hmelnitsky J imposed constructive trusts giving the plaintiff the farms. This was on the condition that he transfers his own property (Fairfield) debt-free to his defendant brother. In Kronenberg v Macaulay [2025] NSWCA 195, the Court of Appeal took a sharper look. They examined the foundations of his claim. They also examined the limits of proprietary estoppel when promises collide with Wills.
Appeal
The second and Third defendant’s appealed, arguing:
- The plaintiff’s statements were too equivocal for an estoppel.
- The Court did not prove Scott’s reliance and detriment.
- The Court wrongly granted Relief.
Kronenberg v Macaulay [2025] NSWCA 195 (Leeming JA; Mitchelmore, Free JJA concurring)
Representations: Found that Neil’s assurances related to inheritance by Will, not immediate ownership.
The legal principle that testamentary intentions are inherently revocable is a key aspect of the case. These intentions can ground estoppel in certain circumstances.
Critical issue: Did Scott reasonably treat Neil’s assurances as irrevocable?
Finding: Hmelnitsky J accepted Scott’s reliance as reasonable, but this conclusion was problematic given the revocability of wills.
Result: Appeal allowed — estoppel not made out.
Key proprietary estoppel and Wills: Assurances tied to future testamentary gifts are difficult to enforce. They are enforceable only if shown and understood to be irrevocable.
Changing wills: Courts will be cautious in enforcing expectations. These expectations are based only on statements about testamentary intentions. This caution is given the principle of Will revocability.
Appellate review: Trial judges’ factual findings need deference; misapplication of the legal standard requires intervention by appellate courts.
Practice Point: When advising farming families or similar long-term family enterprises, formalising succession promises is critical. These promises should be in binding agreements or trusts. Reliance on assurances about Wills carries inherent risks.
How “Clear” Must a Promise Be in Proprietary Estoppel: If the basis of your estoppel case is an actual promise, the High Court in Kramer v Stone[2024] HCA 48; 99 ALJR 126 held that the promise must be “clear.” The promise also needs to be unequivocal. The broader law of proprietary estoppel, especially in rural and succession disputes, still recognises that less-than-contractual certainty can suffice. This depends on the facts. In Kronenberg v Macaulay [2025] NSWCA 195, the Court of Appeal ultimately did not decide this point. It wasn’t argued and wasn’t necessary to the result.
The context
Proprietary estoppel often arises in farming and family succession disputes. These cases involve years of work and family assurances about “one day, this will be yours.” Then suddenly, a Will changes. A recurring question is how precise those assurances must be.
When “staying on the land” isn’t enough: reliance after Kramer v Stone.
Key point: In testamentary-promise estoppel, you must prove actual reliance on what was said (or done). You must also tie that reliance to when the promisor made the assurances. Here, the plaintiff’s case failed because the significant life steps he pointed to predated the clearest assurances about Parkvale. He bought Fairfield in 1999 and joined and stayed in the Partnership from 1989. These actions occurred before the assurances from 2007.
The plaintiff worked the family farm for decades in Partnership with his parents. He later claimed proprietary estoppel. He based this claim on his father’s assurances. These assurances meant he would “one day” get Parkvale and the balance of Miltons. This was despite a later Will that deviated from that plan.
Kramer v Stone [2024] HCA 48 reinforced the importance of elements like reliance. When a promise is involved, clarity is also crucial. Giumelli v Giumelli [2014] HCA 19; 251 CLR 505 distinguished. This case wasn’t the classic “work for little or nothing on bare promises” scenario. The plaintiff acquired legal title to significant land. They enjoyed partnership financing and benefits along the way.
Why reliance failed
The Court emphasised Sidhu v Van Dyke[2014] HCA 19; 251 CLR 505. Reliance is a fact to be found. It is not imputed.
Timing mattered. The plaintiff’s joining the Partnership occurred in 1989. The buying of one-third stake in Miltons happened in 1994/95. The acquisition of Fairfield was completed in 1999. All these occurred before any identified representation about gifting Parkvale.
The strongest assurance arose in 2007 (via Neil’s Will). By then, the plaintiff had been in the Partnership for 18 years. The Court identified no separate act of reliance tied to 2007.
Arguments that every farm-life choice was made “because of the promise” were too speculative on the record. The onus remained on the plaintiff to show what changed. They needed to specify what was said and when it happened.
The Court also pushed back on hyper-technical distinctions, like land versus Partnership. This occurred when reading father–son conversations in a farm context. Nevertheless, that didn’t rescue the chronology gap.
Detriment
Legal detriment refers to the loss or disadvantage a person suffers when they reasonably rely on another’s promise or representation. It is a key element of estoppel, especially equitable and promissory estoppel. Courts prevent a party from going back on their word if doing so would be unfair or unjust. This applies to the relying party who has incurred a detriment.
The process involves:
- A party making a promise or statement of fact.
- The other party reasonably depends on that promise.
- The relying party suffers a detriment as a result.
- It is unconscionable for the promisor to renege on their promise.
Key points:
Estoppel is rooted in the principles of fairness and equity.
Legal detriment can apply without a formal contract if the elements of estoppel are met.
Courts aim to prevent unfair conduct by ensuring promises are honoured when reliance causes significant detriment.
Although detriment is assessed broadly (including lost chances of real value), this was a testamentary-promise case. Any “better-off” counterfactual had to reckon with the plaintiff’s potential family provision claim under the Succession Act. This statutory overlay can blunt assertions of detriment from staying vs leaving.
Practical lessons for farm & family estates
Date-stamp the promise. If reliance is your engine, you must show acts taken after and in response to the promise/encouragement.
Paper the plan early. Wills are revocable. If the intention is genuine, use deeds, options, co-ownership terms or trusts to anchor expectations.
Mind the overlay. In testamentary-promise cases, family provision powers sit in the background; detriment analysis can’t ignore them.
Don’t assume Giumelli saves you. Where the claimant gains title, financing advantages, or partnership benefits, courts perceive a significantly different equity.
Bottom line
Courts now demand tight causation after cases like Kramer v Stone and Sidhu. They need to know what was promised. They also ask when it was said, and what actions you took because of it. Here, because the plaintiff’s significant steps predated the clearest assurances, the plaintiff didn’t prove reliance, and the appeal succeeded.
In Kramer v Stone (HCA)[2024] HCA 48, the High Court of Australia reaffirmed the enforceability of testamentary or inheritance promises. This was under the doctrine of proprietary estoppel by encouragement. When the estoppel is specifically “by encouragement from a promise,” the High Court stated that the promise must be clear. It must also be unequivocal.
Yet, a long line of authority points in the other direction.
Intermediate appellate courts have often said proprietary estoppel tolerates less stringent certainty than contract or promissory estoppel, because equity looks at overall unconscionability and detrimental reliance, not perfect drafting:
- Flinn v Flinn [1999] VSCA 109; [1999] 3 VR 712: Uncertainty can end a contract. But, it does not always stop equity from arising.
- Harrison v Harrison [2013] VSCA 170: promises vary or lack specificity, yet an equity can still arise.
- Slade v Brose [2024] NSWCA 197: certainty for proprietary estoppel is less stringent.
- Crown Melbourne Limited v Cosmopolitan Hotel (Vic) Pty Ltd [2016] HCA 26: Several justices accept a more relaxed certainty standard. This standard applies in proprietary estoppel. This standard is less strict than in promissory estoppel.
These cases suggest it would be odd to create an “Alsatia” (no-man’s-land). Conduct that surpasses vague encouragement should not be beyond equity’s reach. Nevertheless, it does not need to qualify as a “clear and unequivocal” promise. In the seventeenth century, it was just outside the walls of the City of London. It was in the Farringdon Without ward. The area stretched from Fleet Street to the Thames River. It was located between the Temple and St. Bride’s. There was an area notorious for its lawlessness. This region was called the ‘sanctuary’ or ‘liberty’ of Whitefriars. It was commonly known as Alsatia. The name was derived from Alsace, which at the time was suffering the destruction of the Thirty Years War.
So, did the Court change the law?
Not expressly. The High Court didn’t say it was overruling the more flexible proprietary estoppel line. One way to read Kramer v Stone is narrowly. The “clear and unequivocal” test applies when the species of estoppel is promise-based. Other forms of proprietary estoppel, like encouragement through words and conduct, continue to apply a less stringent clarity threshold. This includes long-running family dealings.
Practical takeaways for succession & farming disputes
If you’re running a promise-based estoppel, aim to prove an unequivocal promise. Make sure it is repeated over time. The promise should be contextually weighty, like in family meetings or professional involvement. It must be treated as reliably irrevocable in the circumstances.
If your case leans on broader encouragement or conduct, continue to gather the context. Include long service and mutual understandings. Incorporate family planning documents and show the promisor’s knowledge of your reliance. The less-stringent line of authority still has real traction.
Paper it if you can. Wills are revocable. Consider deeds, co-ownership restructures, or trust arrangements to avoid litigating “how clear was clear enough.”
On appeal, be aware that courts are careful. They hesitate to overturn a trial judge’s evaluative findings, for example, credibility and nuance, without an obvious legal misstep.
Authorities name-checked
Kramer v Stone (HCA 2024) – clear and unequivocal promise for promise-based estoppel
Wantagong Farms v Bulle (NSWSC 2015)
Barnes v Alderton (NSWSC 2008)
Bassett v Cameron (NSWSC 2021)
Crown Melbourne v Cosmopolitan Hotel (HCA 2016)
Flinn v Flinn (VSCA 1999); Harrison v Harrison (VSCA 2013)
Slade v Brose (NSWCA 2024)
Biogen Inc v Medeva plc (UK 1997) – appellate caution in reviewing fact-heavy evaluations
Bottom line
After Kramer v Stone, promise-based proprietary estoppel demands an unequivocal promise. But the broader current of proprietary estoppel—rooted in encouragement, conduct, and unconscionability—still supports a flexible, context-driven approach. Until the High Court squarely resolves the tension, plead both pathways. Prove the clarity you can. Leverage the context you must.
Reliance and detriment: when hard work isn’t enough
The High Court in Sidhu v Van Dyke [2014] HCA 19; 251 CLR 505 made an important point. It stated that reliance is a fact to be proved. It can’t be inferred. The problem for the plaintiff was that his significant steps occurred earlier. He bought Fairfield in 1999. He joined the Partnership in 1989. These actions happened before the most explicit promises about inheriting Parkvale. These promises only emerged in Neil’s 2007 Wills.
In contrast to Giumelli v Giumelli (1999) 196 CLR 101; [1999] HCA 10, a son worked for little reward. His efforts were based on bare promises. Meanwhile, the plaintiff acquired title to parts of the land. His parents provided significant financial help for this acquisition. The Court of Appeal found the situation unclear. The plaintiff hadn’t shown that he made his sacrifices due to a binding assurance.
The Court reminded us about the comparative nature of the test. We need to ask whether the plaintiff would be worse off overall if the deceased had not broken the promise. Cases like Donis v Donis [2007] VSCA 89 highlight examples. Allianz v Delor Vue [2022] HCA 38 also illustrates this issue. These cases show that detriment can include lost opportunities. Still, any calculation had to consider the chance that the plaintiff still pursue a family provision claim. This claim is possible under the Succession Act 2006. The analysis couldn’t stop at “life-changing decisions” alone. The plaintiff had also received partnership advantages. They benefited from financing advantages. Co-ownership positions were also part of the received benefits.
Remedy: equity isn’t a backdoor family-provision order
Hmelnitsky J tried to “balance the ledger.” He attempted this by giving the plaintiff the farms. The condition was that the plaintiff hand over Fairfield debt-free to the first defendant. The Court of Appeal held that this went too far. Proprietary estoppel binds the estate from departing from its promises. It doesn’t let a judge redistribute assets to siblings who never brought a claim.
If the testator rewrites a Will, that’s the job of the Succession Act’s family-provision powers—not proprietary estoppel. The trial orders crossed into the wrong jurisdiction. They saddled the plaintiff with conditions. These conditions gifted the first defendant a windfall.
Lessons for families and advisers
Paper the plan: Promises about future wills are fragile—Utilise deeds, options, or trust structures to secure succession intentions.
Run both paths: In will-promise disputes, proprietary estoppel and Succession Act family provision often overlap. Plead them together.
Prove the counterfactual: Show how the claimant would have been better off had they not relied on the promise. Do more than showing they worked hard.
Match the remedy to the equity: Relief should prevent unconscionable departure from promises. It should not deliver windfalls or wholesale rewrites of an estate.
Kronenberg v Macaulay [2025] NSWCA 195 is a sobering reminder. Farming children can spend decades shaping their lives around promises. Yet, courts will be reluctant to use estoppel unless reliance, detriment, and remedy align tightly with equity’s rules. Estoppel can’t override the fundamental freedom to change a Will.
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