being that this money was an investment from family and friends, and was directed to the Giggle App's development;
- (k) Ms Grover's description of the Giggle App, in her affidavit evidence, as delivering a service to the market that had not been provided to date points to a characterisation of Giggle as intending to be engaged in trade, in the context of other indicia indicating that this is what in fact took place, albeit to a modest degree;
- (l) as Ms Grover accepted, one of Giggle's intentions was to provide those investors with a return, to the extent that was possible, while still pursuing the Giggle App's primary purpose of creating a female-only online space.
192 Ms Grover's evidence was that the trading profits for the years 2020 and 2021 were derived from in-App purchases, but was unable to explain the source of such profits in the 2022 and 2023 financial years. As the Giggle App was operational in the latter half of the 2022 calendar year, and therefore the 2023 financial year, the in-App purchases appear the obvious source of those profits. In any case, I readily infer from the trading profits arising from the sale of goods as expressly referred to in the profit and loss statements for the 2022 and 2023 financial years, that Giggle was engaged in the sale of some kind of goods in those periods, again evidence of trading continuity. Importantly, Ms Grover's evidence was not that the profit and loss statements, which were tendered as annexures to one of her affidavits, were incorrect, but that she was not across that level of detail of the Giggle's finances. What matters is that this income was received and there was no evidence to contradict its status as recorded in the financial records of the company of being income. On the basis of the profit and loss statements alone, I find that Giggle can properly be characterised as a trading corporation.
193 While I accept Ms Grover's evidence that the primary purpose of Giggle was to create a female-only online space through the Giggle App, that goal was not inconsistent with characterisation of Giggle as a trading corporation. I am unpersuaded by the respondents' emphasis on the fact that Giggle was not profitable, which would not necessarily be inconsistent with a characterisation as a trading corporation either. Even if profitability were such a requirement, however, I am satisfied on the evidence that a purpose of Giggle was to turn a profit through trading activities, if only to support the continued existence of the Giggle App to advance its stated primary purpose. That much was admitted by Ms Grover, who stated that a purpose of the Giggle App (even if a subordinate one) was to achieve a return on investment for its investors.
