In the matter of Classic Corporation Pty Ltd [2016] NSWSC 1627

Supreme Court New South Wales

Medium Neutral Citation: In the matter of Classic Corporation Pty Ltd [2016] NSWSC 1627 Hearing dates: 17, 31 October 2016, and 2, 14 November 2016 Date of orders: 18 November 2016 Decision date: 18 November 2016 Jurisdiction: Equity - Corporations List Before: Brereton J Decision: Winding up terminated upon undertaking to subscribe share capital. Direction for convening of meeting to elect directors. Catchwords: CORPORATIONS – external administration – winding up – termination of winding up – whether condition requiring company to go into liquidation no longer exists – where voluntary winding up and no interested person opposes termination – where balance sheet solvency barely if at all established – where applicants offer to subscribe share capital – commercial morality – where directors withdrew support when faced with claim against company but reinstated support when claim resolved – where no other claims against company – held, winding up terminated upon undertaking to subscribe share capital – direction for meeting to elect directors prior to reinstatement where current director has not consented to resume office Legislation Cited: (CTH) Corporations Act 2001, s 482, s 511 (NSW) Supreme Court (Corporations) Rules 2001, r 2.8 Cases Cited: Carter v New Tel Ltd (in liq) (2003) 44 ACSR 661; [2003] NSWSC 128 Glass Recycling Pty Ltd, Re [2014] NSWSC 439 McAusland v Deputy FCT (1993) 47 FCR 369; 118 ALR 577; 12 ACSR 432 McKern v Pacific Edge Corp Pty Ltd (in liq) (2004) 51 ACSR 602; [2004] NSWSC 1150 Pine Forests of Australia (Canberra) Pty Ltd, Re [2010] NSWSC 1127 Category: Procedural and other rulings Parties: IJG Group 2 Pty Limited (first plaintiff) Architectural Aluminium Systems Pty Limited (second plaintiff) Classic Corporation Pty Limited (in liq)(first defendant) David Solomons (second defendant) Riad Tayeh (third defendant) Cinzia Hanna (fourth defendant) Lillian Hanna (fifth defendant) Representation: Counsel: Mentioned (plaintiff) T Hall (solicitor) (fourth and fifth defendants)