Zone v Allards [2003] NSWSC 1161

New South Wales Supreme Court

CITATION : Zone v Allards [2003] NSWSC 1161 HEARING DATE(S) : 28/11/03 JUDGMENT DATE : 3 December 2003 JURISDICTION: Equity Division JUDGMENT OF : Master Macready at 1 DECISION : Paragraph 39

CATCHWORDS : Corporations Law. Application to set aside statutory demand. Questions of jurisdiction and whether claim was for a debt. Demand set aside. PARTIES : Zone Product Australia Pty Limited v Allards Pty Limited FILE NUMBER(S) : SC 5369/2003 COUNSEL : Mr P O'Loughlin for plaintiff Mr Elliott for defendant SOLICITORS : Peter Townsend, Business Lawyers for plaintiff Carter Newell, Brisbane, for defendant

- 1 - THE SUPREME COURT OF NEW SOUTH WALES EQUITY DIVISION

MASTER MACREADY

WEDNESDAY 3 DECEMBER 2003

5369/03 - ZONE PRODUCT AUSTRALIA PTY LIMITED v ALLARDS PTY LIMITED

JUDGMENT

1 MASTER: This is an application to set aside a statutory demand under s 549G of the Corporations Act. The demand, which was dated 28 September 2003, claims a sum of $67,425 pursuant to a sub-distribution agreement between the parties. 2 The plaintiff is a subsidiary of Zone Products Inc which entered into a non exclusive sub-distribution agreement dealing with the supply of software and equipment for closed circuit television dated 26 October 2001. At the same time there was a variation of the agreement which gave exclusivity in respect of Australia and New Zealand for a fee apparently of $10,000 per month. 3 The parties have apparently agreed, and it was common ground before me, that the plaintiff has succeeded to the rights and duties of its holding company which was a party under the amended agreement. 4 The original agreement contained the non exclusive grant under clause 2.1 of the agreement. The relevant clauses dealing with this are contained within 2.2 and 2.3, which are in the following terms: "2.2 ZPI's appointment pursuant to Clause 2.1A is subject to the following conditions: