Australia & New Zealand Banking Group Ltd (ACN 005 357 522) v Ringrong Pty Ltd (ACN 005 496 855) [1995] FCA 722

CATCHWORDS

CORPORATIONS - COMPANIES - WINDING UP BY COURT - application for winding up order on grounds of insolvency - "old winding up law" - standing of petitioning creditor to apply for winding up - whether company is insolvent in the sense of being unable to pay debts as they fall due - whether company's liabilities exceed assets at a time when company carries on no business - dispute as to indebtedness - quantification of alleged debt - court's discretion to examine dispute concerning debt - whether company liable under cross deeds for debts of other companies - enforceability of cross deeds - execution of cross deed by company under seal - need for consideration to support cross deeds - whether advance of funds to third party companies at company's request constitutes consideration - alleged agreement by creditor to defer loan repayments until projects completed - whether creditor is estopped by such an agreement from relying on debt - company, as guarantor for other companies' debts, unable to rely on set-off or counterclaim which may be available to principal debtor

LEGISLATION Corporations Law (under Corporations Act 1989 s 82), s 460

CASES REFERRED TO: Solvency Mutual Guarantee Co v Froane (1861) 7 H & N 5 Macedo v Stroud [1922] 2 AC 330 Xenos v Wickham LR 2 HL 296 Pinnel's Case (1602) 5 Co Rep 117a; 77 ER 237 Re K L Tractors Ltd [1954] VLR 505 Re Convere Pty Ltd [1976] VLR 345 Re QBS Pty Ltd (1967) Qd R 218 Bateman Television Ltd & Anor v Coleridge Finance Company Ltd [1971] NZLR 929 Brinds Limited v Offshore Oil NL (1986) 60 ALJR 185 Waltons Stores (Interstate) Ltd v Maher and Anor [1987-1988] 164 CLR 387 Indrisie v General Credits Ltd [1985] VR 251 AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED (ACN 005 357 522) v RINGRONG PTY LTD (ACN 005 496 855) VG 3278 of 1992 Coram: Ryan J Place: Melbourne Date: 11 September 1995