FEDERAL COURT OF AUSTRALIA Owen, in the matter of RiverCity Motorway Pty Limited (Administrators Appointed) (Receivers and Managers Appointed) v Madden (No 4) [2012] FCA 1491 Citation: Owen, in the matter of RiverCity Motorway Pty Limited (Administrators Appointed) (Receivers and Managers Appointed) v Madden (No 4) [2012] FCA 1491 Parties: MICHAEL ANDREW OWEN, STEPHEN JAMES PARBERY AND CHRISTOPHER CLARKE HILL IN THEIR CAPACITY AS JOINT AND SEVERAL ADMINISTRATORS OF RIVERCITY MOTORWAY PTY LIMITED (ADMINISTRATORS APPOINTED) (RECEIVERS AND MANAGERS APPOINTED) ACN 116 665 304 (AND EACH OF THE COMPANIES LISTED IN THE ATTACHED SCHEDULE) v MARTIN MADDEN AND DAVID MERRYWEATHER (RECEIVERS AND MANAGERS) File number: QUD 60 of 2011 Judge: LOGAN J Date of judgment: 22 November 2012 Catchwords: CORPORATIONS – application by administrators to extend the convening period for the second meeting of creditors under s 439A(6) of the Corporations Act 2001 (Cth) – previously existing extension by the Court to convening period ending – whether Court satisfied that further extending administration was in the best interests of creditors – where complex corporation group involving toll road infrastructure – where prospects of company to improve on acquisition of new assets – Court satisfied that extension of convening period necessary Legislation: Corporations Act 2001 (Cth) ss 439A, 440B, 447A, 449E, Pt 5.3A Cases cited: Owen, in the matter of RiverCity Motorway Pty Limited (Administrators Appointed) (Receivers and Managers Appointed) v Madden [2011] FCA 295 considered Owen, in the matter of RiverCity Motorway Pty Limited (Administrators Appointed) (Receivers and Managers Appointed) v Madden (No 2) [2012] FCA 312 considered Owen v Madden (No 3) (2012) 201 FCR 360 considered Mentha, in the matter of The Griffin Coal Mining Company Pty Ltd (administrators appointed) (ACN 008 667 285) (No2) [2010] FCA 499 followed Re Riviera Group Pty Ltd (admins apptd) (recs and mgrs apptd) (ACN 102 298 279) (2009) 72 ACSR 352 followed Date of hearing: 22 November 2012 Place: Brisbane Division: GENERAL DIVISION Category: Catchwords Number of paragraphs: 44 Counsel for the Applicant: Mr T Sullivan SC with Mr G Beacham Solicitor for the Applicant: King & Wood Mallesons Counsel for the Respondent: Mr J McKenna SC with Mr A Stumer Solicitor for the Respondent: Allens Counsel for the Amici Curiae: Mr R Derrington SC Solicitor for the Amici Curiae: Australian Securities and Investments Commission (Sydney) IN THE FEDERAL COURT OF AUSTRALIA QUEENSLAND DISTRICT REGISTRY GENERAL DIVISION QUD 60 of 2011 IN THE MATTER OF RIVERCITY MOTORWAY PTY LIMITED (ADMINISTRATORS APPOINTED) (RECEIVERS AND MANAGERS APPOINTED) (AND EACH OF THE COMPANIES LISTED IN THE ATTACHED SCHEDULE) BETWEEN: MICHAEL ANDREW OWEN, STEPHEN JAMES PARBERY AND CHRISTOPHER CLARKE HILL IN THEIR CAPACITY AS JOINT AND SEVERAL ADMINISTRATORS OF RIVERCITY MOTORWAY PTY LIMITED (ADMINISTRATORS APPOINTED) (RECEIVERS AND MANAGERS APPOINTED) ACN 116 665 304 (AND EACH OF THE COMPANIES LISTED IN THE ATTACHED SCHEDULE) Applicant AND: MARTIN MADDEN AND DAVID MERRYWEATHER (RECEIVERS AND MANAGERS) Respondent JUDGE: LOGAN J DATE OF ORDER: 22 NOVEMBER 2012 WHERE MADE: BRISBANE THE COURT ORDERS THAT: 1. Pursuant to section 449E(1) of the Corporations Act 2001 (Cth) (Corporations Act), the Applicants' remuneration be determined and fixed in the amount of $39,901 (plus GST) for their role as joint and several administrators of: (a) RiverCity Motorway Pty Limited (Administrators Appointed) (Receivers and Managers Appointed) ACN 116 665 304; (b) RiverCity Motorway Asset Nominee 2 Pty Limited (Administrators Appointed) (Receivers and Managers Appointed) ACN 117 406 158; (c) RiverCity Motorway Asset Nominee Pty Limited (Administrators Appointed) (Receivers and Managers Appointed) ACN 117 139 714; (d) RiverCity Motorway Finance Pty Limited (Administrators Appointed) (Receivers and Managers Appointed) ACN 117 139 303; (e) RiverCity Motorway Holdings Pty Limited (Administrators Appointed) (Receivers and Managers Appointed) ACN 117 279 188; (f) RiverCity Motorway Construction Pty Limited (Administrators Appointed) (Receivers and Managers Appointed) ACN 117 139 554; (g) Flow Tolling Pty Ltd (Administrators Appointed) (Receivers and Managers Appointed) ACN 134 967 356; and (h) RiverCity Motorway Services Pty Limited (Administrators Appointed) (Receivers and Managers Appointed) ACN 117 139 992, for the period from 1 January 2012 to 31 October 2012 (Relevant Period) and paid out of the assets of the companies. 2. Pursuant to section 449E(1)(c) of the Corporations Act, the Applicants' remuneration as joint and several administrators of RiverCity Motorway Management Limited (Administrators Appointed) ACN 117 343 361 (RCMML) for the Relevant Period be determined and fixed in the amount of $134,460 (plus GST) and paid out of the assets of that company. 3. Pursuant to section 449E(1) of the Corporations Act, the Applicants' remuneration as joint and several administrators of RiverCity Motorway RE Holdings Pty Ltd (Administrators Appointed) ACN 133 419 637 for the Relevant Period be determined and fixed in the amount of $4,038.50 (plus GST) and paid out of the assets of that company. 4. The Applicants' remuneration for administering the RiverCity Motorway Investment Trust ARSN 119 128 326 (RCMIT) for the Relevant Period be determined and fixed in the amount of $56,703 (plus GST) and paid out of the assets of RCMML and RCMIT. 5. The Applicants' remuneration for administering the RiverCity Motorway Holding Trust ARSN 119 128 193 (RCMIT) for the Relevant Period be determined and fixed in the amount of $29,062.50 (plus GST) and paid out of the assets of the RCMML or RCMHT. 6. Pursuant to sections 443E and 443F of the Corporations Act, the Court declares that the Applicants are entitled to be indemnified out of, and have a lien over, the property and assets of the ach of RiverCity Motorway Pty Limited (Administrators Appointed) (Receivers and Managers Appointed) ACN 116 665 304 and the companies listed in the attached schedule (Companies) for their remuneration as determined and fixed above in respect of each of those Companies. 7. The Court declares that the Applicants and RCMML are entitled to be indemnified out of, and have a lien over, the property and assets of each of RCMIT and RCMHT for the Applicants' remuneration as determined and fixed above in respect of each of RCMIT and RCMHT. 8. Pursuant to section 447A(1) of the Corporations Act, the period within which the applicants must convene the second meetings of the creditors of each of the Companies be extended up to and including 18 December 2013. 9. Pursuant to section 447A(1) of the Corporations Act, the second meetings of creditors of each of the Companies required by section 439A of the Corporations Act may be held together or separately and at any time during, or within five business days after the end of, the convening period as extended by the Court notwithstanding the provisions of section 439A(2) of the Corporations Act. 10. The Applicants' costs of and incidental to this application be costs in the administrations of, and be paid out of the assets of, the Companies. 11. The Applicants inform: (a) the Creditors, ASIC and ASX of the orders made pursuant to this interlocutory application by means of a circular forwarded by post, facsimile or email (as the case may be); and (b) all creditors of the Companies for whom the Applicants do not have a current post, facsimile or email address, of the orders made pursuant to this interlocutory application by making the orders available on the 'Creditor Information' section of the website maintained by the Applicants' firm PPB Advisory (http://www.ppbadvisory.com/creditor-information), within seven days after sealed copies of these orders are made available by the Court. 12. The Applicants and any other person who can demonstrate a sufficient interest (including any Creditor, ASIC or ASX) has liberty to apply on giving all other interested parties not less than three business days' notice. Note: Entry of orders is dealt with in Rule 39.32 of the Federal Court Rules 2011 IN THE FEDERAL COURT OF AUSTRALIA QUEENSLAND DISTRICT REGISTRY GENERAL DIVISION QUD 60 of 2011 IN THE MATTER OF RIVERCITY MOTORWAY PTY LIMITED (ADMINISTRATORS APPOINTED) (RECEIVERS AND MANAGERS APPOINTED) (AND EACH OF THE COMPANIES LISTED IN THE ATTACHED SCHEDULE) BETWEEN: MICHAEL ANDREW OWEN, STEPHEN JAMES PARBERY AND CHRISTOPHER CLARKE HILL IN THEIR CAPACITY AS JOINT AND SEVERAL ADMINISTRATORS OF RIVERCITY MOTORWAY PTY LIMITED (ADMINISTRATORS APPOINTED) (RECEIVERS AND MANAGERS APPOINTED) ACN 116 665 304 (AND EACH OF THE COMPANIES LISTED IN THE ATTACHED SCHEDULE) Applicant AND: MARTIN MADDEN AND DAVID MERRYWEATHER (RECEIVERS AND MANAGERS) Respondent JUDGE: LOGAN J DATE: 22 NOVEMBER 2012 PLACE: BRISBANE REASONS FOR JUDGMENT 1 On 18 March 2011, I made orders which materially included the following: 1. Pursuant to s 439A(6) of the Corporations Act 2001 (Cth) (Corporations Act), that the period within which the applicants, who are the joint and several administrators of what might conveniently be termed the RiverCity Motorway Group of companies must convene the second meetings of creditors of the companies in that group, be extended up to and including 18 December 2012. 2. Pursuant to s 447A(1) of the Corporations Act, the second meetings of the creditors of each of the companies in the RiverCity Motorway Group required by s 439A of the Corporations Act may be held together or separately and at any time during or within five business days after the end of the convening period, as extended by the Court, notwithstanding the provisions of s 439A(2) of the Corporations Act. 2 These reasons for judgment must be read in conjunction with the reasons for judgment which I gave for the making of those orders: see Owen, in the matter of RiverCity Motorway Pty Limited (Administrators Appointed) (Receivers and Managers Appointed) v Madden [2011] FCA 295. In the present application Mr Owen and his fellow joint and several administrators seek inter alia these orders: 1. Pursuant to s 447A of the Corporations Act, an order that the period within which the applicants must convene the second meetings of the creditors of each of the companies in the RiverCity Motorway Group, be extended up to and including 18 December 2013. 2. Pursuant to s 447A(1) of the Corporations Act, an order that the second meetings of the creditors of each of the companies in the RiverCity Motorway Group, required by s 439(A) of the Corporations Act may be held together or separately and at any time during or within five business days after the end of the convening period, as extended by the court, notwithstanding the provisions of s 439A(2) of the Corporations Act. 3 The administrators also seek orders from the Court pursuant to s 449E(1)(c) of the Corporations Act, determining and fixing the amount of their remuneration. They also seek ancillary relief in respect of the orders that I have mentioned. 4 Whilst, in the earlier judgment, I gave an account of the composition of the RiverCity Motorway Group, it is convenient, albeit at the risk of some repetition, to detail the composition of the group and some key features of that group. These are helpfully summarised in the applicant administrators' outline of submissions, from which the following is drawn. The applicant administrators administer a group of companies, which I have described as the RiverCity Motorway Group. Though this description has a degree of imprecision, that group leases and operates the Clem7 tunnel. The group comprises the following companies: (a) RiverCity Motorway RE Holdings Pty Limited; (b) RiverCity Motorway Management Limited; (c) RiverCity Motorway Asset Nominee Pty Limited; (d) RiverCity Motorway Asset Nominee 2 Pty Limited; (e) RiverCity Motorway Services Pty Limited; (f) RiverCity Motorway Finance Pty Limited; (g) RiverCity Motorway Pty Limited; (h) RiverCity Motorway Construction Pty Limited; (i) Flow Tolling Pty Limited; and (j) RiverCity Motorway Holdings Pty Limited. 5 The ownership structure of the RiverCity Motorway Group is detailed in a diagram which forms an exhibit to Mr Owen's affidavit. It is not necessary for the purposes of the determination of the present application to delve into that ownership structure. The following, though, should be noted in respect of the companies which I have separately identified. The companies identified in paragraphs (c) to (j) might conveniently be described collectively as the obligors. It is the obligors which operate the business associated with the tunnel. 6 The principal assets of that business comprise the following: (a) the tunnel itself; that consists of a 6.8 kilometre toll road which includes twin two-lane 4.8 kilometre tunnels; the tunnel is leased from the Brisbane City Council; (b) facilities for the collection of tolls paid by motorists for the use of the tunnel and a bridge known as the Go Between Bridge; (c) a leasehold interest in a call centre located in a property at Cannon Hill, which is leased from Mirvac Capital Proprietary Limited, Mirvac; at that Cannon Hill property is not only the call centre but also the RiverCity Motorway Group's head office; (d) what one might term "related technological infrastructure" located at the Cannon Hill property and used in relation to the conduct of the tolling business. 7 The obligors' tolling business is serviced by a group of employees. In addition to being in voluntary administration, the obligors have appointed to the company concerned receivers and managers. More particularly, those receivers and managers have been appointed by the National Australia Bank acting in its capacity as security trustee of a trust known as the North-South Bypass Tunnel Security Trust. The beneficiaries of that trust are a syndicate of lenders which have, in effect, provided debt finance for the construction of the tunnel. 8 The remaining entities identified by me as comprising the RiverCity Motorway Group, namely, those in paragraphs (a) and (b), might conveniently be termed the "non-obligors". 9 The non-obligors are associated with managed investment schemes. These schemes involve the issue and sale to the public of stapled securities. These stapled securities comprise stapled units in the RiverCity Motorway Investment Trust or, as the case may be, the RiverCity Motorway Holdings Trust. The assets of those trusts, in essence, comprise: (a) cash, (b) debts owed by other companies in the group, and (c) shareholdings and unit holdings in the operating entities of the group, in other words, entities which fall within the grouping which I have termed "the obligors". 10 To relate the above is to appreciate that there is an interlinking between the affairs of the schemes and those of the obligors. The trusts are dependent upon the obligors repaying their loans or generating and distributing profit through their units or shares for their cash-flow requirements. The affairs of the schemes are inextricably related to and dependent upon the future of the entities which comprise the obligor. Those scheme affairs would be adversely affected by the calling up of intra-group liabilities. They would also be adversely affected or at least affected by how interested parties might come to propose to structure a transaction in respect of the assets of the RiverCity Motorway Group. 11 The schemes' affairs are, for that reason, inextricably related to the fate of the present application. The non-obligors, though under administration, do not have receivers and managers appointed to them; neither are the schemes themselves in administration. While the rights of unit holders are prima facie governed by the constitution of the schemes, for reasons which ought to be obvious from the account which I have given, those rights are for all practical purposes inherently bound up with the fate of the obligors and in particular, with the fate of the tunnel business. 12 As was the case on 18 March 2011, there is no evidence of the value of the tunnel business. At the time when application was made, to extend the convening period last year, the amount owed to the secured creditors was $1.388 billion. 13 I have before me evidence, which I am satisfied discloses the following in relation to the tunnel business and its assets: (a) initial modelling and forecasts suggested that the average daily traffic which flowed through the tunnel in or around December 2010 would have been around 90,000 vehicles per day whereas the actual flow in that month was around 25,000 vehicles per day; (b) the value of the tunnel business was written down in the corporate group's financial report for the year ended 30 June 2010 to $258 million. 14 There is, in the material read on behalf of the administrators, a degree of guardedness as to assigning, at present and particularly in public, a value to the tunnel business. There are, essentially, two reasons for that. 15 First, the receivers and managers will probably at some stage offer the tunnel business and its constituent assets for sale. There are understandable commercial considerations which intrude at this stage in relation to any public disclosure as to what the receivers and managers, or for that matter the administrators, believe the tunnel business might command if sold. 16 Second, and related to the occasion for the application for the further extension of the convening period, is the present state of available data in relation to the usage of the Clem7 tunnel, as affected by the recent connection to it of the Brisbane Airportlink tunnel. It will be necessary to say something further about that shortly. For the present, based on the evidence before me and what I have observed as to the sum owed to secured creditors, even at the time of the first extension of convening period application and the written down value of the business as at 30 June 2010, there is every reason to expect, in the context of a sale in respect of companies in liquidation, that very substantial losses indeed loom in prospect. 17 Two factors, in particular, intrude upon the extension application. As I have mentioned, the Airportlink tunnel was recently opened on 25 July 2012. The operator of that tunnel is BrisConnections Management Limited (BrisConnections Management). BrisConnections Management has adopted a staged implementation of the tolls for the Airportlink tunnel. Thus it chose to have a toll free period from 25 July 2012 to 17 October 2012. On and from 18 October 2012, BrisConnections Management's plan for the operation of the Airportlink tunnel envisages a gradual increase in tolling for that tunnel. 18 At the time when I heard the first extension application, that staged tolling process for the then apprehended Airportlink tunnel connection was not taken into account by Mr Madden. It has now been taken into account by him on behalf of the receivers and managers in the evidence before me. The upshot of that, and it makes eminent sense to me, is that data is required for a period of several months after October this year in order, accurately, to assess the impact of the Airportlink tunnel on traffic flow through the Clem7 tunnel. That was a factor, in any event, which, as my earlier reasons for judgment disclose, was influential in relation to the extension of the convening period last year. It is no less influential now. 19 The evidence of the receivers and managers is that, because of the staged implementation of tolls, in particular, it is prudent to defer the commencement of any sale process for a further period. 20 The receivers and managers' present estimate is that the sale process should commence towards the end of the first quarter of 2013. Thereafter, a sale period of some five months is envisaged by them. The receivers and managers are not without experience in relation to the sale of assets of the nature of the Clem7, or more particularly, of a business which has, as its central asset, a tunnel used for tolling operations. Their experience extends to the sale of the Cross City Tunnel and the Lane Cove Tunnel in Sydney. That experience, along with the general experience of the receivers and managers and their qualifications, lends weight to the worth of the opinions which they express. 21 Taking those opinions into account in relation to the sale process and balancing that against what strikes me as the sure and certain prospect, in the event of liquidation, of very substantial losses, is, to me, a highly persuasive factor in relation to the question of whether to extend the convening period further. It tends very much to favour the extension sought. 22 Another factor which intrudes, necessarily, is the effect, if the convening period is further extended, of the moratorium imposed by s 440B of the Corporations Act. If the convening period is further extended, so, too, will be that moratorium, with all of the impact that would have upon Mirvac in relation to the Cannon Hill property presently leased and used in the tolling business. The evidence is that, since the appointment of the receivers and managers, the lease rental obligations have been met. It is a significant factor, and one again which is eloquent in terms of tending to favour a further extension, that Mirvac, though notified of the present application, has not appeared. Mirvac is hardly an unsophisticated entity in commerce. 23 Whilst the evidence of the receivers is that they do not presently know whether Mirvac intends to terminate the lease and take possession of the Cannon Hill property at the conclusion of the administration of the companies, they do know, because they have made the requisite value judgment based on inquiry, something of what the total cost of relocating the call centre could be and the associated time which that relocation could take. Suffice it to say, the evidence of the receivers and managers is that a relocation cost of between $600,000 and $700,000 might be expected with an associated disruption time of anywhere between 26 and 54 weeks. To extend the administration would be to avoid those consequences during the extended convening period. 24 I have already referred to the prospect, in the event of the liquidation of the companies in the RiverCity Motorway Group, of very substantial losses being incurred. At present, at any creditor's meeting which might be called at the end of the presently extended convening period, creditors would be faced with no proposal. There is none presently to hand. In other words, all that there is at present for a creditor's meeting to consider is the subject of liquidation. 25 It must be borne in mind that creditors comprise not just a class of unsecured creditors but also secured creditors. The administrators have the role of providing for the purpose of a creditor's meeting, a report which gives a professional value judgment in respect of the affairs of the companies under administration and options for creditors. Thus, the responsibilities of the administrators extend to the creditors as a whole, both secured and unsecured. That is significant in the present application. It is to be expected against that background that, were the administrators apprehensive that the receivers and managers, who support the application, did so for ulterior motives, the administrators would highlight this in their submissions. They have not done so. 26 It would be quite inappropriate for me, on the evidence to hand, and expecting, as I do, that administrators, who hold official liquidator positions, would be candid with the Court and would not do other than give a considered value judgment as to what was in the interests of the creditors as a whole not to give considerable weight to their view. As it happens, the considered value judgment of the administrators coincides with that of the receivers and managers. It needs to be stressed that, though there is a coincidence of considered value judgment, these judgments have been arrived at separately. It is the result of separate evaluation by persons who have quite separate duties. That those persons have such separate duties and have come to value judgments which coincide is significant. 27 The value judgments concerned are that it is best to extend to the convening period, because of the advantages in relation to the sale of the tolling business which that would confer. The administrators, understandably, are very guarded, indeed, as to whether those advantages will extend to the provision of returns to unsecured creditors and unit holders. What can be said with near certainty is that a liquidation would not result in any return to such classes. There is a faint or remote possibility of a return at present, in the event of what one might term an orderly sale against a reliable background of tolling history. 28 It would be quite wrong, and the administrators do not seek to do this to make any estimate at present other than the prospect of a return to those classes is faint or remote. Nonetheless, that is a better prospect than that which would exist in the event of a liquidation. 29 I shall be going to make, later, some observations about other particular types of creditor. What should be noted at present is that on the instructions of solicitors acting for the Australian Securities and Investment Commission, Mr Derrington SC and Mr Copely, sought leave at the outset of the proceedings to be heard as amici curiae, friends of the court, in relation to the application. That reflected, so I was informed, a deliberate policy value judgment on the part of the ASIC neither to consent nor oppose the application today, but rather to offer to the Court the benefit of submissions in relation to matters of principle touching upon Pt 5.3A of the Corporations Act. In a singularly unusual case such as the present, that was an offer which I accepted with gratitude. 30 The background to Pt 5.3A is one which I canvassed in my earlier reasons for judgment. That part is the product of a report adopted by Parliament of a report of experts which has come to be known as the Harmer Report. 31 There are features of Pt 5.3A which, in many cases, would tend towards expedition in relation to companies under administration. Equally, though, Parliament has chosen to oppose a discretion in the Court. I canvassed in my earlier reasons for judgment factors which intrude on the exercise of that discretion in relation to the extension of a convening period. There is no doubt that the Court has power under s 447A(1) further to extend the convening period: see, for example, Mentha, in the matter of The Griffin Coal Mining Company Pty Ltd (administrators appointed) (ACN 008 667 285) (No2) [2010] FCA 499 at [36]. 32 It is important in cases arising under Pt 5.3A of the Corporations Act not to elevate outcomes on particular facts to matters of principle. The present case involves facts so singular that they are unlikely to be of precedent value for any case in the future other than this as to matters of principle. It is always relevant, in relation to the extension or further extension of a convening period to take into account, if that be disclosed on the evidence, these factors: (a) the time needed to execute an orderly process of disposal of assets; (b) the time needed for a thorough assessment of any proposal for a deed of company arrangement; (c) whether the extension would allow the sale of a business as a going concern; and (d) what additional time is likely to enhance the return for unsecured creditors. 33 These were factors, amongst others, identified by Austin J in Re Riviera Group Pty Ltd (admins apptd) (recs and mgrs apptd) (ACN 102 298 279) (2009) 72 ACSR 352. They were factors which I took into account at the time when I decided initially to extend the convening period. At that time, I also took into account the sheer complexity of the structure of the RiverCity Motorway Group and the associated schemes and trusts. That factor, though, had a persuasive significance in relation to what one might term an early investigatory phase for the administrators. That phase has passed in terms of the administrators coming to an understanding of the ownership structure and interplay within the group. The structure, of course, remains but the administrators now have that understanding. I do not regard the complexity as a factor in itself tending in favour of any further extension of the convening period. It does, though, intrude in relation to the other factors which I have mentioned. 34 In the end, a balancing value judgment must be exercised. Expedition, so evidently a sentiment found in Pt 5.3A in relation to the conduct of administrations must be orderly expedition in the circumstances of a particular case. In this case, my opinion is that it would be imprudent expedition to hold the administrators to the calling of a creditors' meeting, measured by a reference to the convening period as presently extended. 35 I reach that view because of what seems to me to be a prudent need to take every reasonable step to maximise for the benefit of all creditors the worth of the tolling business. And that worth is inherently bound up in traffic volume and related tolls. In turn, that cannot, on the basis of evidence which I find completely compelling, reasonably be estimated without a reasonable tolling period, termed a "ramp-up period", passing. The considered opinion of experts, namely the receivers and managers, is not likely to be disregarded, and I do not disregard it. Rather, I act upon it. 36 I do so, also taking into account the following in relation to particular creditors. These creditors have, by virtue of the orders which preceded today's application, have had or might reasonably be assumed to have had notice of the application: (a) The Brisbane City Council. The evidence is that the receivers and managers are causing the operating companies to comply with their obligations to the Council under the project deed dated 24 May 2006. The Council has chosen not to appear. (b) Mirvac. I have already mentioned. (c) Employees and current trade creditors. Obligations to this class are, on the evidence, presently being met in full by the receivers and managers. (d) Unsecured creditors. As I have mentioned, the only scenario which offers any prospect at all of any return to the general group of unsecured creditors is a continuation further of the administration to the end of an orderly sale against the basis of reliable information as to tolling. The same may be said in relation to unit holders. 37 As to the ASIC and the Australian Stock Exchange, the evidence is that the administrators, as they have hitherto done, continue to comply with the regulatory and other obligations which fall on them and on the companies in the RiverCity Motorway Group to notify the ASIC or, as the case may be, the Australian Stock Exchange, of material developments. 38 Another group not to be ignored are those who have chosen to engage already in litigation in the form of a class action filed in another registry of this Court. Their solicitors, Maurice Blackburn, have been notified of the present application. There is no appearance by or on behalf of those they represent to gainsay the present application. 39 Others notified, who notably are not present to gainsay the application, are those who act for the RiverCity Motorway Group's insurer; Chartis, Messrs Williams and Carney. It is also noteworthy that there is no appearance by or on behalf of government agencies such as the Australian Taxation Office, WorkCover Queensland or the Commissioner of State Revenue, each of whom one might apprehend would, if obligations were not being met, see it as in their own, as well as a public interest, to attend so as to oppose any continuation of the administration. 40 The long and the short of it, then, is that this is a very singular case which, in my opinion, requires a very singular related exercise of a discretion by the Court. The amici curiae have, with respect, rightly highlighted particular factors, those in Austin J's judgment, as relevant to the exercise of the discretion. They also, with respect, rightly sounded a cautionary note in relation to lengthy convening periods, having regard to the expedition evident in Pt 5.3A. I was informed by the amici curiae that there has not been an extension of convening period of the length of the one presently to hand, or, for that matter, a fortiori propounded by the administrators and supported by the receivers and managers. The converse of that, of course, is that there has not been, perhaps fortuitously, quite an event such as the shortfall in relation to the Clem7, which has called for consideration of whether to extend the convening period. 41 A unique asset and related business calls for a unique solution. What is not unique are the principles which underlie the extension. All that is unique are the singular facts against which those principles fall for application. For those reasons, I propose to extend the convening period. 42 It remains to consider the subject of the remuneration of the administrators. In this regard, also, I have had occasion to consider matters of principle in an earlier judgment in this matter: see Owen, in the matter of RiverCity Motorway Pty Limited (Administrators Appointed) (Receivers and Managers Appointed) v Madden (No 2) [2012] FCA 312 ((No 2) judgment). I shall not repeat matters of principle which are there stated. 43 A noteworthy feature of the affidavit evidence read on behalf of the administrators in relation to administration is the beneficial effect, so far as the reduction of costs are concerned, of the orders made by me on 14 February 2012 in yet further litigation concerning the RiverCity Motorway Group, Owen v Madden (No 3) (2012) 201 FCR 360. Suffice it to say, the effect of the orders made that day has been considerably to reduce the costs incurred by the administrators in complying with relevant statutory obligations. Having regard to the material read on behalf of the administrators, and the factors which I canvassed at length in the (No 2) judgment, all of the guardedness which attends a court fixing and determining administrators' remuneration is obviated by the comprehensiveness of the evidence offered. I am quite satisfied that the remuneration proposed is reasonable, and I propose to fix and determine it in the sums proposed. 44 There will be orders in terms of the draft. I certify that the preceding forty-four (44) numbered paragraphs are a true copy of the Reasons for Judgment herein of the Honourable Justice Logan. Associate: Dated: 21 December 2012