In the matter of TVH Enterprise (Australia) Pty Ltd [2016] NSWSC 1734

Supreme Court New South Wales

Medium Neutral Citation: In the matter of TVH Enterprise (Australia) Pty Ltd [2016] NSWSC 1734 Hearing dates: 2 November 2016 (last submissions 25 November 2016) Decision date: 07 December 2016 Jurisdiction: Equity - Corporations List Before: Black J Decision: The Court orders that the Plaintiffs' Originating Process filed 6 May 2016 be dismissed. The First Plaintiff to pay the First, Third and Fourth Defendants' costs of the proceedings, as agreed or as assessed. There be no order of costs against the Second Plaintiff, and no order of costs in favour of the Second Defendant. Catchwords: CORPORATIONS — Application by plaintiff for declarations that he is sole director of company and an order amending company's register – where defendants contended that plaintiff had been removed as director by resolution passed at general meeting of members and that a notice of the meeting had been issued to the members – whether notice of the general meeting of members had been issued – whether declarations sought ought be granted.

PRACTICE AND PROCEDURE – Application by defendants to seek leave to file amended points of defence – where defendants sought to introduce further defence and to withdraw an admission – whether amendment sought ought to be granted. Legislation Cited: - Acts Interpretation Act 1901 (Cth), s 29 - Civil Procedure Act 2005 (NSW), ss 56, 57, 58, 59, 64 - Corporations Act 2001 (Cth), ss 134, 135, 136, 201C, 201G, 201H, 203A, 249A, 249F, 249H, 249J, 249L, 1322 - Evidence Act 1995 (NSW), ss 140, 160 - Uniform Civil Procedure Rules 2005 (NSW), r 12.6 Cases Cited: - Aon Risk Services Australia Ltd v Australian National University [2009] HCA 27; (2009) 239 CLR 175 - Armagas Ltd v Mundogas SA [1985] 1 Ll R 1 - Briginshaw v Briginshaw [1938] HCA 34; (1938) 60 CLR 336 - Camden v McKenzie [2007] QCA 136 ; [2008] 1 Qd R 39 - Camden v McKenzie [2007] QCA 136; [2008] 1 Qd R 39 - Cardinal Group Pty Ltd (in liq) [2015] NSWSC 1761 - Commercial Union Assurance Co of Australia Ltd v Ferrcom Pty Ltd (1991) 22 NSWLR 389 - Deputy Commissioner of Taxation v Contract Synergies Administration Pty Ltd [2011] FCA 743; (2011) 282 ALR 713 - Dymocks Book Arcade Pty Ltd v Capral Ltd [2011] NSWSC 1423 - Karadaghian v Big Beat (Australia) Pty Ltd [2014] NSWSC 496 - Kuhl v Zurich Financial Services Australia Ltd [2011] HCA 11; (2011) 243 CLR 361 - Neat Holdings Pty Ltd v Karajan Holdings Pty Ltd [1992] HCA 66; (1992) 110 ALR 449 - Re Colorado Products Pty Ltd (in prov liq) [2014] NSWSC 789 - Re Kit Digital Australia Pty Ltd (in liq) [2014] NSWSC 1547 - SLE Worldwide v WGB [2005] NSWSC 816 - State of New South Wales v Hunt [2014] NSWCA 47 - Tsoukatos v Mustafa [2007] NSWSC 614 Category: Principal judgment Parties: Jacob Robert Henley (First Plaintiff) TVH Enterprise (Australia) Pty Ltd (Second Plaintiff) Sang Hee Kong (First Defendant) Christopher Chi Lieu (Second Defendant) Hoang Tri Nguyen (Third Defendant) Hong Jie Huang (Fourth Defendant) Australian Securities and Investments Commission (Fifth Defendant) Representation: Counsel: D Neggo/F Bustos-McNeil (Plaintiffs) M J Dawson (First, Third and Fourth Defendants)