Clarke v Bridges [2004] FCA 394

FEDERAL COURT OF AUSTRALIA

Clarke v Bridges [2004] FCA 394 CORPORATIONS – winding up – just and equitable – two-man company – deadlocked board

Corporations Act 2001 (Cth) s 461(1)(k)

Ebrahimi v Westbourne Galleries Ltd. [1973] AC 360 referred to Tivoli Freeholds Ltd., Re [1972] VR 445 cited Yenidje Tobacco Company, Limited., In re [1916] 2 Ch 426 cited STEPHEN CLARKE v LEITH ANDREW BRIDGES and 2BC PTY LTD V 316 of 2004 FINKELSTEIN J 23 MARCH 2004 MELBOURNE

IN THE FEDERAL COURT OF AUSTRALIA

VICTORIA DISTRICT REGISTRY V 316 of 2004

BETWEEN: STEPHEN CLARKE

Plaintiff

AND: LEITH ANDREW BRIDGES and

2BC PTY LTD

Defendants

JUDGE: FINKELSTEIN J

DATE OF ORDER: 23 MARCH 2004

WHERE MADE: MELBOURNE

THE COURT ORDERS THAT: 1. 2BC Pty Ltd be wound up. 2. Kenneth John Stout of Boutique Corporate Advisory of Level 2, 111 Collins Street, Melbourne Victoria be appointed Liquidator of the Company. 3. The Plaintiff's application be otherwise dismissed. 4. The costs of the hearing on 23 March 2004 be costs in the winding up. 5. The Plaintiff pay the First Defendant's costs incurred on 12 March 2004, such costs to be taxed in default of agreement. 6. The First Defendant pay one half of the Plaintiff's costs incurred on 16 March 2004, such costs to be taxed in default of agreement. 7. The requirement for giving any notice of the winding up of the company required by the Corporations Act 2001 (Cth) or the Corporations Regulations, other than the notice given to the Australian Securities and Investments Commission pursuant to s 470 of the Act, be dispensed with. Note: Settlement and entry of orders is dealt with in Order 36 of the Federal Court Rules.

IN THE FEDERAL COURT OF AUSTRALIA

VICTORIA DISTRICT REGISTRY V 316 of 2004