Pharaoh Gold Mines NL v Pharaoh Metals Corp NL & Anor [1996] FCA 601

CATCHWORDS PRACTICE AND PROCEDURE - costs - discretion of the Court - whether indemnity costs appropriate - refusal to issue share scrip after allotment - whether wilful disregard of law - whether application to Court necessary Corporations Law, ss205, 260, 777, 995, 1114 and 1324 Australian Transport Insurance Pty v Graeme Phillips Road Transport Insurance Pty Ltd (1986) 71 ALR 287 Fountain Selected Meats (Sales) Pty Ltd v International Produce Merchants Pty Ltd (1988) 81 ALR 397 Preston v Preston [1982] 1 All ER 41 PHARAOH GOLD MINES NL v PHARAOH METALS CORPORATION NL and AUSTRALIAN STOCK EXCHANGE LIMITED (ACN 008 624 691) NO WAG 3027 OF 1996 R D NICHOLSON J PERTH 19 JULY 1996

IN THE FEDERAL COURT OF AUSTRALIA ) WESTERN AUSTRALIA DISTRICT REGISTRY ) GENERAL DIVISION ) NO WAG 3027 OF 1996 B E T W E E N: PHARAOH GOLD MINES NL Applicant and PHARAOH METALS CORPORATION NL First Respondent AUSTRALIAN STOCK EXCHANGE LIMITED (ACN 008 624 691) Second Respondent MINUTE OF ORDER JUDGE MAKING ORDER: R D NICHOLSON J DATE OF ORDER: 19 JULY 1996 WHERE MADE: PERTH THE COURT ORDERS THAT: 1. The application be dismissed. 2. The first respondent pay the costs of the applicant, to be taxed. Note: Settlement and entry of orders is dealt with in Order 36 of the Federal Court Rules.

IN THE FEDERAL COURT OF AUSTRALIA ) WESTERN AUSTRALIA DISTRICT REGISTRY ) GENERAL DIVISION ) NO WAG 3027 OF 1996 B E T W E E N: PHARAOH GOLD MINES NL Applicant and PHARAOH METALS CORPORATION NL First Respondent AUSTRALIAN STOCK EXCHANGE LIMITED (ACN 008 624 691) Second Respondent CORAM: R D NICHOLSON J DATE: 19 JULY 1996 PLACE: PERTH REASONS FOR JUDGMENT The applicant sought a declaration that s205 of the Corporations Law had not been breached in relation to the subscription of the applicant for 900,000 ordinary shares of fifty cents each in the first respondent, being its entitlement pursuant to the first respondent's one for two non‑renounceable pro‑rata issue of up to 54,452,000 ordinary shares ("the Entitlement") at an issue price of two cents per share detailed in a prospectus of the first respondent dated 30 April 1996. Orders were also sought pursuant to ss260, 777, 995, 1114 and 1324 of Corporations Law requiring the first respondent to allot, issue and dispatch the plaintiff's entitlement forthwith. On the matter coming to Court it became immediately apparent from affidavit evidence that the allotment had taken place but the first respondent was declining to issue and dispatch the applicant's share certificates. That position arose in the following circumstances.