Hua Cheng Property Pty Ltd & Ors v Xu & Ors [2013] NSWSC 1784

Supreme Court New South Wales

Medium Neutral Citation: Hua Cheng Property Pty Ltd & Ors v Xu & Ors [2013] NSWSC 1784 Hearing dates: 14 August 2013 Decision date: 14 August 2013 Jurisdiction: Equity Division - Corporations List Before: White J Decision: Refer to paras [40] and [42] of judgment. Catchwords: CORPORATIONS - application for correction of register of members - transferee of shares registered as member by one director without board consideration - transferee provided quorum for members' meeting - members' meeting led to appointment of additional directors - whether registration of transfer valid despite lack of board approval - right of transferee to have registration considered by board Legislation Cited: Corporations Act 2001 (Cth) Cases Cited: Lu v Hua Cheng International Holdings Pty Ltd [2010] NSWSC 228 Sutherland v Bosch (Australia) Pty Ltd [2000] NSWSC 32; (2000) 33 ACSR 680 Re Duomatic Limited [1969] 2 Ch 365 Monardo v Complete Hardware Ltd (1990) 20 NSWLR 489 In re El Sombrero Limited [1958] Ch 900 Re Totex-Adon Pty Ltd & the Companies Act (1980) 1 NSWLR 605 Category: Principal judgment Parties: Yaying Lu (1st Plaintiff) Leiping Huang (2nd Plaintiff) Hua Cheng Properties Pty Ltd (1st Defendant) Lawrence Xu (2nd Defendant) Thomas Xi Yao Xu (3rd Defendant) Qiao Wang (4th Defendant) Xia Hong Xia (5th Defendant) Representation: Counsel: D B Studdy SC with J S Tobin (Plaintiffs) M K Rollinson (Defendants) Solicitors: Watson Mangioni Lawyers (Plaintiffs) Oliveri Attorneys (1st - 4th Defendants) Phoenix Attorneys (5th Defendant) File Number(s): 2013/201097