In the matter of SCW Pty Ltd (in liq) [2017] NSWSC 449

Supreme Court New South Wales

Medium Neutral Citation: In the matter of SCW Pty Ltd (in liq) [2017] NSWSC 449 Hearing dates: 10 April 2017 Date of orders: 10 April 2017 Decision date: 10 April 2017 Before: Gleeson JA Decision: (1) Pursuant to s 482(1) of the Corporations Act 2001 (Cth), the winding up of SCW Pty Ltd (in liquidation) ACN 069 964 521, first defendant, is terminated with effect from 11 April 2017. (2) The liquidator of the first defendant (the Liquidator) deliver the books and records of the first defendant to the first plaintiff by no later than 24 April 2017. (3) The Liquidator is entitled to retain in an account to be held on trust for the first defendant, the sum of $157,000 from the cash at bank held by the first defendant, pending determination of the Liquidator's final application for remuneration by the Court. (4) Subject to order 3, the Liquidator will do all things necessary to transfer to the first defendant the balance of any monies held by the Liquidator on behalf of the first defendant, within 7 days of receiving a direction to do so from the first plaintiff (in his capacity as sole director of the first plaintiff). (5) Upon final determination of the Liquidator's application for remuneration: (a) The Liquidator may deduct the sum finally determined by the Court from the funds held in the trust account in accordance with order 4 above; and (b) Any balance is to be transferred to the first defendant within 7 days of the Court's determination. (6) That these orders be entered forthwith. Catchwords: CORPORATIONS – external administration – application for order terminating winding up of a company – where company had been wound up on just and equitable ground due to deadlock between directors – where one director now sole director and shareholder in the company – whether appropriate to make order terminating winding up when circumstances leading to winding up have been alleviated – where company has been solvent at all times. Legislation Cited: Corporations Act 2001 (Cth), s 482 Cases Cited: Glass Recycling Pty Ltd [2014] NSWSC 439 Modena Imports Pty Ltd (in liq), In the Matter of Leveraged Capital Pty Ltd (R&M app) (in liq) v Modena Imports Pty Ltd (in liq) [2010] NSWSC 739 Re Warbler Pty Ltd (1982) 6 ACLR 526 Category: Principal judgment Parties: Leslie John Schirato (First Plaintiff) Schirato Pty Ltd (ACN 060 136 432) (Second Plaintiff) SCW Pty Ltd (in liq) (First Defendant) Clelia Winton (Second Defendant) Canwin (Aust) Pty Ltd (Third Defendant) Representation: Counsel: JS Burnett (sol) (Plaintiffs) M Hayter (sol) (First Defendant)