In the matter of Qatar No.2 Pty Ltd ACN 001184407 and Qatar No.3 Pty Ltd ACN 001184416 [2015] NSWSC 2088

Supreme Court New South Wales

Medium Neutral Citation: In the matter of Qatar No.2 Pty Ltd ACN 001184407 and Qatar No.3 Pty Ltd ACN 001184416 [2015] NSWSC 2088 Hearing dates: 27 July 2015 Date of orders: 27 July 2015 Decision date: 27 July 2015 Jurisdiction: Equity - Corporations List Before: Brereton J Decision: Plaintiff's notice of motion dismissed; defendants released from undertaking. Catchwords: EQUITY – equitable remedies – interim injunction to prevent sale of company's property as part of liquidation – where alleged that company agreed to sell property to party – where alleged agreement derived from resolution of shareholders – whether resolution required 75% majority – construction of Articles of Association; EQUITY – relief against forfeiture – whether relief against forfeiture available in respect of option granted by shareholders' resolution –– whether agreement to sell property reached – uncertainty – where option never exercised so as to give rise to contractual rights capable of being subject of relief; EQUITY – equitable remedies – interim injunctions – variation – whether undertaking given not to sell property should be released – whether relevant change of circumstances – where no seriously arguable case for relief. Legislation Cited: (CTH) Corporations Act 2001 (NSW) Companies Act 1961 Cases Cited: Aquatic Air Pty Limited v Siewert & anor [2015] NSWSC 928 Legione v Hateley [1983] HCA 11; (1983) 152 CLR 406 Tanwar Enterprises Pty Limited v Cauchi [2003] HCA 57; (2003) 217 CLR 315 Category: Procedural and other rulings Parties: In proceedings 2013/220403: Alfonso Messina (plaintiff) Qatar No 2 Pty Ltd (ACN 001 184 407) (first defendant) Qatar No 3 Pty Ltd (ACN 001 184 416) (second defendant)