In the matter of Eastmark Holdings Pty Limited (receivers and managers appointed) and 1 Denison Street Holdings Pty Ltd (receivers and managers appointed; In the matter of Eastmark Holdings Pty Limited (receivers and managers appointed) (subject to a deed of company arrangement) & ors [2015] NSWSC 1437

Supreme Court New South Wales

Medium Neutral Citation: In the matter of Eastmark Holdings Pty Limited (receivers and managers appointed) and 1 Denison Street Holdings Pty Ltd (receivers and managers appointed; In the matter of Eastmark Holdings Pty Limited (receivers and managers appointed) (subject to a deed of company arrangement) & ors [2015] NSWSC 1437 Hearing dates: 26 August 2015 Date of orders: 27 August 2015 Decision date: 27 August 2015 Jurisdiction: Equity - Corporations List Before: Brereton J Decision: Deed of company arrangement declared void insofar as the definition of "released party" includes the administrators, deed administrators, receivers and senior creditors. Catchwords: CORPORATIONS – voluntary administration – deeds of company arrangement (DOCA) – whether DOCA void – validity of releases of third parties – (CTH) Corporations Act 2001, s 444D(1) – whether provisions release parties other than company subject to deed – whether deed had or purported to have effect of binding creditors to release third parties – whether DOCA conforms to terms of creditors' resolution – severance – whether third party releases severable – where DOCA expressly provides for severability – where severance clause in DOCA itself potentially invalid – whether third party releases crucial and central part of DOCA structure . Legislation Cited: (CTH) Corporations Act 2001, s 436C, s 439A, s 439C, s 444A(3), s 444B, s 445D, s 445D(1), s 445G, s 447A (CTH) Corporations Regulations 2001 Cases Cited: City of Swan v Lehman Brothers Australia Ltd [2009] FCAFC 130; (2009) 179 FCR 243; 74 ACSR 191 Lehman Brothers Holdings Inc v City of Swan & Ors [2010] HCA 11; (2010) 240 CLR 509 In the matter of Recycling Holdings Pty Ltd [2015] NSWSC 1016 Category: Principal judgment Parties: In proceedings 2015/22409: The Owners Corporation of Strata Plan 74602 (plaintiff) Eastmark Holdings Pty Limited (receivers and managers appointed) (ACN 003 921 953) (first defendant) 1 Denison Street Holdings Pty Limited (receivers and managers appointed) (ACN 156 399 727) (second defendant)