Stewart, in the matter of Newtronics Pty Ltd [2007] FCA 1375

FEDERAL COURT OF AUSTRALIA

Stewart, in the matter of Newtronics Pty Ltd [2007] FCA 1375

CORPORATIONS – application by liquidator for retrospective approval of agreements under s 477(2B) of the Corporations Act 2001 (Cth) – considerations relevant to exercise of Court's discretion Corporations Law 2001 (Cth) ss 477(2B), 1322(4) Anstella Nominees Pty Ltd v St George Motor Finance Ltd (2003) 21 ACLC 1,347 cited Corporate Affairs Commission v ASC Timber Pty Ltd (1998) 16 ACLC 1,642 cited Empire (Aust) Nominees Pty Ltd v Vince (2000) 18 ACLC 738 cited Re ACN 076 673 875 Ltd (2002) 20 ACLC 1,551 cited Re Gate Gourmet Australia Pty Ltd (in liq) (2005) 23 ACLC 834 cited Re HIH Insurance Group Ltd (2001) 19 ACLC 1,102 cited Re Spedley Securities Ltd (In liq) (1992) 10 ACLC 1,742 cited Re United Medical Protection (No 4) (2002) 20 ACLC 1,647 cited Seeley International Pty Ltd v Newtronics Pty Ltd [2001] FCA 1862 cited Warne v GDK Financial Solutions; Peridon Village Nominees (2006) 24 ACLC 1,019 cited In the matter of Newtronics Pty Ltd (ACN 061 493 516) (Receivers and Managers Appointed (in liquidation); James Henry Stewart (in his Capacity as Official Liquidator of Newtronics Pty Ltd (Receivers and Managers Appointed) (in liquidation) (ACN 061 493 516)) VID 751 OF 2007

GORDON J

28 AUGUST 2007

MELBOURNE IN THE FEDERAL COURT OF AUSTRALIA

VICTORIA DISTRICT REGISTRY VID 751 OF 2007

IN THE MATTER OF NEWTRONICS PTY LTD (ACN 061 493 516) (RECEIVERS AND MANAGERS APPOINTED) (IN LIQUIDATION)

JAMES HENRY STEWART (IN HIS CAPACITY AS OFFICIAL LIQUIDATOR OF NEWTRONICS PTY LTD) (RECEIVERS AND MANAGERS APPOINTED) (IN LIQUIDATION) (ACN 061 493 516))

Plaintiff

JUDGE: GORDON J DATE OF ORDER: 28 AUGUST 2007

WHERE MADE: MELBOURNE

THE COURT ORDERS THAT:

1. Pursuant to s 1322(4)(d) of the Corporations Act 2001 (Cth) ("the Act"), the period for making an application under s 477(2B) of the Act for approval of the entry by the plaintiff into each of the following agreements is extended: (a) the indemnity agreement between Seeley International Pty Ltd ("Seeley") and James Stewart dated 22 March 2002; (b) the Deed of Indemnity made between Seeley and James Stewart dated 27 March 2006; (c) the deed of variation to the Deed of Indemnity made between Seeley and James Stewart dated 10 July 2006; (d) the deed of variation to the Deed of Indemnity made between Seeley and James Stewart dated 13 December 2006; (e) the deed of variation to the Deed of Indemnity made between Seeley and James Stewart dated 16 March 2007; and (f) the deed of variation to the Deed of Indemnity made between Seeley and James Stewart dated 6 June 2007, (collectively "the Agreements"). 2. Pursuant to s 477(2B) of the Act, approval is given to the plaintiff to enter into each of the Agreements. 3. Pursuant to s 1322(4) of the Act, none of the Agreements is invalid by reason of having been entered into by the plaintiff prior to obtaining the approval of the Court. 4. Exhibits PAP-1, PAP-3, PAP-5, PAP-6, PAP-7 and PAP-8 to the affidavit of Penelope Alice Pengilley sworn on 3 August 2007 and filed herein and the affidavit of Penelope Alice Pengilley sworn on 23 August 2007 and filed herein be sealed up and not be available for inspection by any person unless the Court otherwise orders. 5. The costs of this application be costs in the winding up of Newtronics Pty Ltd (receivers and managers appointed) (in liquidation).