Warrego Energy Limited, in the matter of Warrego Energy Limited [2020] FCA 1368

Federal Court of Australia

Warrego Energy Limited, in the matter of Warrego Energy Limited [2020] FCA 1368 File number: NSD 991 of 2020

Judgment of: YATES J

Date of judgment: 18 September 2020

Catchwords: CORPORATIONS – application for declaratory relief under s 1322(4) of the Corporations Act 2001 (Cth) – where plaintiff inadvertently failed to lodge a cleansing notice in respect of shares issued

Legislation: Corporations Act 2001 (Cth) ss 707(3), 708A(5), 727(1), 1322(4)(a), 1322(4)(c), 1322(6) Federal Court of Australia Act 1976 (Cth) s 37AF

Division: General Division

Registry: New South Wales

National Practice Area: Commercial and Corporations

Sub-area: Corporations and Corporate Insolvency

Number of paragraphs: 24

Date of hearing: 18 September 2020

Counsel for the Plaintiff: Mr L Gyles SC

Solicitor for the Plaintiff: Piper Alderman

ORDERS NSD 991 of 2020 IN THE MATTER OF WARREGO ENERGY LIMITED WARREGO ENERGY LIMITED ACN 125 394 667 Plaintiff

order made by: YATES J DATE OF ORDER: 18 SEPTEMBER 2020

THE COURT ORDERS THAT:

1. Pursuant to s 1322(4)(a) of the Corporations Act 2001 (Cth) (Act) it is declared that, in respect of the tranche of 27,619,579 fully paid ordinary shares in the plaintiff issued on 22 July 2020 (the relevant securities), any sale or offer for sale of the relevant securities during the period after their issue on 22 July 2020 until 3 August 2020 is not invalid by reason of: (a) the failure by the plaintiff to give a cleansing notice under s 708A(5)(e) of the Act or a cleansing prospectus under s 708A(11) of the Act; and (b) the seller's consequent failure to comply with s 707(3) and s 727(1) of the Act. 2. Pursuant to s 1322(4)(c) of the Act, it is declared that any person who sold or offered for sale relevant securities during the period after the date of their issue on 22 July 2020 until 3 August 2020 is relieved from any civil liability in respect of any contravention in connection with the plaintiff's failure to give a notice in accordance with s 708A(5)(e) of the Act, including any contravention of s 707(3) and s 727(1) of the Act. 3. These orders be entered forthwith. 4. A sealed copy of these orders be served on the Australian Securities and Investments Commission and each person to whom the relevant securities were issued as soon as reasonably practicable. 5. As soon as reasonably practicable, the plaintiff is to publish an announcement to the ASX in which a copy of these orders is included. 6. Any person who claims to have suffered substantial injustice or is likely to suffer substantial injustice by the making of these orders has liberty to apply to vary or discharge the orders within 28 days of the publication of the announcement referred to in Order 5. 7. There be no order as to costs. 8. Pursuant to s 37AF of the Federal Court of Australia Act (Cth), the Confidential Affidavit of Gordon Thomas Grieve sworn 18 September 2020 not be published to any person other than the plaintiff and its legal advisers without leave of the Court. This order is to remain in operation until 4.00 pm on Monday 21 September 2020 and is made in order to prevent prejudice to the proper administration of justice. Note: Entry of orders is dealt with in Rule 39.32 of the Federal Court Rules 2011.