In the matter of Ansett Australia Limited (ACN 004 209 410) [2006] FCA 277

FEDERAL COURT OF AUSTRALIA

In the matter of Ansett Australia Limited (ACN 004 209 410) [2006] FCA 277 CORPORATIONS – application by deed administrators for directions pursuant to ss 447A(1) and 447D(1) of the Corporations Act 2001 (Cth) – where deed administrators seek to pool assets and liabilities of group of companies into one company – where deed administrators seek to give effect to a deed of compromise between one company and three major creditors - manner in which deed administrators seek to vote on pooling proposal at creditors' meetings - exercise of casting vote – voting inter‑company debt – where conflict of interest of deed administrators in capacity as deed administrators and as trustees – where pooling proposal will disadvantage some priority and non-priority creditors of companies and beneficiaries of trusts – where group of companies historically operated as a single business in some respects – where administration is time-consuming and expensive if there is no pooling and each company continues to be administered separately

Corporations Act 2001 (Cth): Pt 5.3A, ss 435A, 447A(1), 447D(1) Federal Court of Australia Act 1976 (Cth): ss 22, 23 Trustee Act 1958 (Vic): s 63 Trustee Act 1925 (UK): s 57 Trustee Act 1925 (NSW): s 81

Corporations Regulations 2001 (Cth): regs 5.6.17, 5.6.21

Re Ansett Australia Ltd and Korda (No 3) (2002) 115 FCR 409, applied Re Ansett Australia Ltd and Mentha (2002) 41 ACSR 605, applied Ansett Australia Ground Staff Superannuation Plan Pty Ltd v Ansett Australia Ltd (2004) 49 ACSR 1, applied Riddle v Riddle (1952) 85 CLR 202, considered Re Royal Society's Charitable Trusts [1956] Ch 87, considered Dean‑Willcocks v Soluble Solution Hydroponics Pty Ltd (1997) 42 NSWLR 209, considered Anmi Pty Ltd v Williams [1981] 2 NSWLR 138, considered Re Charter Travel Co Ltd (1997) 25 ACSR 337, considered Re Switch Telecommunications Pty Ltd (in liq); Ex parte Sherman (2000) 35 ACSR 172, considered Dean‑Willcocks; Alpha Telecom (Aust) Pty Ltd (in liq) (2004) 50 ACSR 15, considered Mentha v GE Capital (1997) 27 ACSR 696, considered Humphris, Re ACN 004 987 866 (2003) 21 ACLC 1474, considered Re Tayeh; the Black Stump Enterprises Pty Ltd (2005) 53 ACSR 684, considered In Re Owens Corning 419 F.3d 195 (3rd Cir. 2005), considered In re Augie/Restivo 860 F.2d 515 (2nd Cir. 1988), considered Re Coaleen Pty Ltd (Admin. Appointed) [2000] 1 Qd R 245, applied Re Martco Engineering Pty Ltd (1999) 32 ACSR 487, applied Kirwan v Cresvale Far East Ltd (2002) 44 ACSR 21, applied