Deputy Commissioner of Taxation v Guardian Group Australia Pty Limited ACN 003 952 056 [2007] FCA 469

FEDERAL COURT OF AUSTRALIA

Deputy Commissioner of Taxation v Guardian Group Australia Pty Limited ACN 003 952 056 [2007] FCA 469

Corporations Act 2001 (Cth), s 482 DEPUTY COMMISSIONER OF TAXATION v GUARDIAN GROUP AUSTRALIA PTY LIMITED ACN 003 952 056 NSD2159 OF 2006

EMMETT J

8 MARCH 2007

SYDNEY IN THE FEDERAL COURT OF AUSTRALIA

NEW SOUTH WALES DISTRICT REGISTRY NSD2159 OF 2006

BETWEEN: DEPUTY COMMISSIONER OF TAXATION

Plaintiff

AND: GUARDIAN GROUP AUSTRALIA PTY LTD

ACN 003 952 056

Defendant

JUDGE: EMMETT J

DATE OF ORDER: 8 MARCH 2007

WHERE MADE: SYDNEY

THE COURT:

1. Notes the undertaking of the applicant, Frank Lim, given to the Court by his Counsel to: (1) Pay on behalf of the defendant to the Commonwealth Bank of Australia Limited, the amount of $80,000; (2) Call and hold an extraordinary general meeting of the defendant (the EGM) within 24 hours of the return to Australia of Tek Eak Lim or in any event not later than 22 days from today; (3) Move for and vote at the EGM to remove the existing directors of the defendant and to replace them with himself and Siv Lim. 2. Notes that the applicant has today procured the payment of $432, 013.21 to the plaintiff in satisfaction of the debt owed to the plaintiff and the plaintiff's legal costs of this proceeding, and of $22,000 to the Official Liquidator of the defendant, Steve Nicols, in relation to his remuneration and expenses of the winding up of the defendant, and the sum of $59, 080 to Gordon & Johnstone to be dispersed by them in payment of the unsecured creditors referred to in annexure "A" to the affidavit of Sophie May sworn today. 3. Notes assurance given by the Court by Mark Tierney of Gordon & Johnstone to disburse the sum accordingly. ORDERS THAT: 4. Pursuant to s 482 of the Corporations Act 2001 the winding up of the defendant is terminated with effect from today. 5. The applicant, Frank Lim, pay the liquidator's costs of this application as agreed or as taxed. 6. To the extent necessary the defendant pay the plaintiff's further costs of this proceeding including costs of the interlocutory application. Note: Settlement and entry of orders is dealt with in Order 36 of the Federal Court Rules. IN THE FEDERAL COURT OF AUSTRALIA