NRMA Holdings Ltd & Ors v Fraser, D. & Anor [1995] FCA 28

CATCHWORDS TRADE PRACTICES - misleading or deceptive conduct - proposal for corporate reorganisation - "demutualization" and issue of "free" shares or cash - prospectus - reasonable expectation of members of full and fair disclosure for the making of properly informed judgment on the proposal. CORPORATIONS - "control" of corporation - meaning thereof. Trade Practices Act 1974 s.52 NRMA HOLDINGS LIMITED, NRMA LIMITED and NRMA INSURANCE LIMITED V DAWN FRASER AND RICHARD JAMES TALBOT No. NG3479 of 1994 BEFORE: BLACK CJ, VON DOUSSA & COOPER JJ PLACE: SYDNEY DATE: 30 JANUARY 1995

IN THE FEDERAL COURT OF AUSTRALIA) NEW SOUTH WALES DISTRICT REGISTRY) No. NG 3479 of 1994 GENERAL DIVISION ) On Appeal from the judgment of Gummow J. BETWEEN: NRMA HOLDINGS LIMITED Appellant NRMA LIMITED Appellant NRMA INSURANCE LIMITED Appellant AND: DAWN FRASER Respondent RICHARD JAMES TALBOT Respondent COURT: BLACK CJ, VON DOUSSA & COOPER JJ PLACE: SYDNEY DATE: 30 JANUARY 1995

MINUTES OF ORDER JUDGES MAKING ORDER : BLACK CJ, VON DOUSSA AND COOPER JJ WHERE MADE : SYDNEY DATE OF ORDER : 30 JANUARY 1995 THE COURT ORDERS THAT: (1) Paragraph (1) of the orders appealed from be varied by adding after the words, "be restrained from" the words "without the leave of the Court". (2) The Appeal be otherwise dismissed. (3) The appellants pay the respondents' costs of the appeal on a solicitor and client basis. NOTE: Settlement and duty of orders is dealt with in Order 36 of the Federal Court Rules.