In the Matter of Novadale Holdings Pty Ltd (Deregistered) Ex parte: Sanetta Nominees Pty Ltd [2007] FCA 401

FEDERAL COURT OF AUSTRALIA

In the Matter of Novadale Holdings Pty Ltd (Deregistered) Ex parte: Sanetta Nominees Pty Ltd [2007] FCA 401 IN THE MATTER OF NOVADALE HOLDINGS PTY LTD (DEREGISTERED) (ACN 086 885 261) EX PARTE: SANETTA NOMINEES PTY LTD WAD 53 OF 2007 MARSHALL J

21 MARCH 2007

PERTH IN THE FEDERAL COURT OF AUSTRALIA

WESTERN AUSTRALIA DISTRICT REGISTRY WAD 53 OF 2007

IN THE MATTER OF NOVADALE HOLDINGS PTY LTD (DEREGISTERED)

SANETTA NOMINEES PTY LTD

Plaintiff

JUDGE: MARSHALL J DATE OF ORDER: 21 MARCH 2007

WHERE MADE: PERTH

THE COURT ORDERS THAT:

1. The Australian Securities and Investments Commission reinstate the registration of Novadale Holdings Pty Ltd. 2. A copy of the order for reinstatement is to be lodged with ASIC within 28 days of the date of this order. 3. Within 21 days of being required to do so by ASIC, the Plaintiff shall cause any outstanding documents to be lodged and pay any outstanding fees. 4. Anything done between the deregistration of Novadale Holdings Pty Ltd and the reinstatement of its registration is validated. 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 WAD 53 OF 2007

IN THE MATTER OF NOVADALE HOLDINGS PTY LTD (DEREGISTERED) SANETTA NOMINEES PTY LTD

Plaintiff

JUDGE: MARSHALL J

DATE: 21 MARCH 2007

PLACE: PERTH

REASONS FOR JUDGMENT 1 The plaintiff, Sanetta Nominees Pty Ltd, applies under s 601AH(2)(a)(i) of the Corporations Act 2001 (Cth) for an order that the Australian Securities and Investments Commission reinstate the registration of Novadale Holdings Pty Ltd. Novadale was registered on 25 March 1999 and deregistered by ASIC on 20 August 2006. 2 Novadale held 1,530,000 shares in Meadow Springs Fairway Resort Ltd (in liquidation). Meadow Springs and some of its shareholders, including Novadale, are applicants in a proceeding before this Court arising out of the failure of the Meadow Springs Resort. That proceeding is now due to be heard in June 2007. It was due to commence on 10 April 2007 before the Court vacated that listing yesterday. 3 Sanetta is a person aggrieved by the deregistration of Novadale, as Sanetta, in its capacity as trustee to the Robert Edinger Family Trust, wholly-owned Novadale. Sanetta, in the absence of re-instatement of the registration of Novadale, would lose the benefit of any success which Novadale may achieve in the litigation concerning the Meadow Springs Resort. Therefore, under s 601AH(2)(a)(i), Sanetta has standing to apply for the reinstatement by ASIC of the registration of Novadale. 4 Mr Edinger, a director of Sanetta and, before it was deregistered, Novadale, had caused to be prepared, in about mid-2006, a transfer of Novadale's shares in Meadow Springs Fairway Resort Ltd (in liquidation) to Sanetta but these documents were not executed prior to the deregistration of Novadale. 5 Under s 601AH(2)(b), the Court will only reinstate a company's registration where it is satisfied that it is just to do so. I consider that it is just to permit Novadale's registration to be reinstated so that it can pursue its claim in the Meadow Springs Resort litigation. I certify that the preceding five (5) numbered paragraphs are a true copy of the Reasons for Judgment herein of the Honourable Justice Marshall.