In the matter of BBY Limited (Receivers & Managers Appointed) (In Liquidation) [2021] NSWSC 1514

Supreme Court New South Wales

Medium Neutral Citation: In the matter of BBY Limited (Receivers & Managers Appointed) (In Liquidation) [2021] NSWSC 1514 Hearing dates: 26 April 2021 Date of orders: 25 November 2021 Decision date: 25 November 2021 Jurisdiction: Equity - Corporations List Before: Williams J Decision: See paragraph [76] Catchwords: CORPORATIONS — winding up — where the first plaintiffs are the liquidators of two related companies — application for directions concerning claim to be made on behalf of one company (BBYN) in Court approved process for distribution of assets of other company (BBYL) to BBYL's clients where BBYN's claim reflects value of assets held by BBYN as bare trustee for BBYL clients – conflict of interest and duty BBYN liquidators making claim and BBYL liquidators adjudicating claim – process for distrusting proceeds of BBYN's claim to BBYL clients for whom the relevant assets were held on trust. CORPORATIONS — winding up — liquidators' remuneration, costs and expenses — whether remuneration claimed reasonable and proportionate Legislation Cited: Corporation Act 2001 (Cth), s 981B, Sch 2 (Insolvency Practice Schedule) s 90-15 Income Tax Assessment Act 1997 (Cth), s 104-145 Trustee Act 1925 (NSW), ss 60, 63 Uniform Civil Procedure Rules 2005 (NSW), r 6.24 Cases Cited: Glenfyne International Holding Ltd v Glenfyne Farms International AU Pty Ltd (2019) 101 NSWLR 358; [2019] NSWCA 304 In the matter of Abderdeen All Farm Pty Ltd (in liq) [2020] NSWSC 770 In the matter of BBY Limited (Receivers and Managers appointed) (in liquidation) (No. 2) (2018) 363 ALR 492; [2018] NSWSC 346 In the matter of BBY Limited (Receivers and Managers appointed) (in liquidation) (No. 3) [2018] NSWSC 1718 In the matter of BBY Ltd (receivers and mgrs. apptd) (in liq) [2021] NSWSC 1299 In the matter of Bestjet Travel Pty Ltd (in liq) [2020] FCA 1881 In the matter of Houben Marine Pty Ltd (in liq) [2018] NSWSC 745 In the matter of JML Property Services Pty ltd (in liq) [2018] NSWSC 1069 In the matter of MF Global Limited (in liq) (No. 2) [2012] NSWSC 1426 In the matter of North Food Catering Pty Ltd [2014] NSWSC 77 Tanning Research Laboratories Inc v O'Brien (1990) 169 CLR 332 Warner (liquidator); In the matter Sakr Bros Pty Ltd (in liq) [2019] FCA 547 Category: Principal judgment Parties: Stephen Ernest Vaughn and Ian Richard Hall in their capacity as Liquidators of BBY Ltd (receivers and managers appointed) (in liquidation) ACN 006 707 777 and in their capacity as Liquidators of BBY Nominees Pty Ltd (in liquidation) ACN 007 001 443 (First Plaintiffs) BBY Limited (receivers and managers appointed) (in liquidation) ACN 006 707 777 (Second Plaintiff) BBY Nominees Pty Ltd (in liquidation) ACN 007 001 443 (Third Plaintiff) J Mazzetti Pty Ltd ACN 006 705 602 ATF J Mazzetti Pty Ltd Staff Superannuation Fund (First Defendant) Peter Brian Haywood and Bronwen Menai Haywood as trustees for the Haywood Superannuation Fund (Second Defendant) Clive Riseam (Third Defendant) Securities Exchanges Guarantee Corporation Limited (Fourth Defendant) David Nadin (Fifth Defendant) Representation: Counsel: Mr D Healey (Plaintiffs) N/A (Defendant)