In the matter of Recce Pharmaceuticals Ltd [2021] NSWSC 1316

Supreme Court New South Wales

Medium Neutral Citation: In the matter of Recce Pharmaceuticals Ltd [2021] NSWSC 1316 Hearing dates: 12 October 2021 Date of orders: 12 October 2021 Decision date: 12 October 2021 Jurisdiction: Equity - Corporations List Before: Black J Decision: Orders made in accordance with paragraphs 1-8 of the Originating Process filed on 11 October 2021. Catchwords: CORPORATIONS LAW — Securities — Application for orders extending the period for issuing cleansing notices under s 708A of the Corporations Act 2001 (Cth) — Securities issued without valid cleansing notice — Where failure to issue cleansing notice was an honest and inadvertent error — Other orders made under s 1322 of the Corporations Act 2001 (Cth). Legislation Cited: - Corporations Act 2001 (Cth), ss 707, 708A, 1322 Cases Cited: - Re Airtasker Limited [2021] NSWSC 629 - Re Austpac Resources NL [2010] NSWSC 1438 - Re Golden Gate Petroleum Ltd (2010) 77 ACSR 17; [2010] FCA 40 - Re Imdex Ltd [2020] WASC 298 - Re Kollakorn Corporation Ltd [2020] NSWSC 1549 - Re Pilbara Minerals Ltd [2021] WASC 330 Category: Principal judgment Parties: Reece Pharmaceuticals Ltd (Plaintiff) Representation: Counsel: G Sirtes SC/A Smorchevsky (Plaintiff)

Solicitors: Automic Legal Pty Ltd (Plaintiff) File Number(s): 2021/288717

Judgment – ex tempore (Revised 12 October 2021)

Background 1. By Originating Process filed on 11 October 2021, the Plaintiff, Recce Pharmaceuticals Ltd ("Recce") applies for orders validating any sales or offers of sale of certain shares without disclosure under s 707 of the Corporations Act 2001 (Cth) and associated orders under s 1322(4) of the Act, in circumstances that it issued 10,000 ordinary fully paid shares on 2 September 2021 without issuing a cleansing notice under s 708A of the Corporations Act. It also seeks associated orders under 1322 of the Act, directed, in effect, to validating the issue and preserving the ability of shareholders to rely on exemptions from disclosure in respect of subsequent sales of their shares. The issues arising in this case are of the kind that have arisen in several earlier cases, including Re Golden Gate Petroleum Ltd (2010) 77 ACSR 17; [2010] FCA 40, Re Kollakorn Corporation Ltd [2020] NSWSC 1549 and Re Airtasker Ltd [2021] NSWSC 629.