In the matter of DAC Finance (NSW/Qld) Pty Ltd & other companies [2020] NSWSC 182

Supreme Court New South Wales

Medium Neutral Citation: In the matter of DAC Finance (NSW/Qld) Pty Ltd & other companies [2020] NSWSC 182 Hearing dates: 28 February 2020 Date of orders: 06 March 2020 Decision date: 06 March 2020 Jurisdiction: Equity - Corporations List Before: Gleeson J Decision: (1) Pursuant to s 1322(4)(c) of the Corporations Act 2001 (Cth), each plaintiff in Sch 1 of the amended originating process (and its current and former directors and officers, save for the former directors and officers of the ninth plaintiff during the periods 1 July 2012 to 30 June 2013 and 1 July 2013 to 30 June 2014) be relieved in whole from any civil liability in respect of any contravention of or failure to comply with the provisions of the Corporations Act 2001 (Cth) specified in Sch 2 to the amended originating process during the periods specified in that schedule.

(2) The exhibits may be returned. Catchwords: CORPORATIONS – directors and officers – where corporate group included ten proprietary companies – where repeated failure to comply with financial reporting obligations under Corporations Act 2001 (Cth) Part 2M.3 – application for relief under Corporations Act s 1322(4) – whether contraventions the result of inadvertence – whether companies acted honestly and no substantial injustice caused to any person – Corporations Act s 1322(6) – relief granted Legislation Cited: Corporations Act 2001 (Cth), ss 45A(3), 58AA(1), 188(1)(h), 292(1)(c), 295(3)(a), 301(1)(i), 314(1), 315(4), 319(1), 341, 344(1), 1274, 1322(4)(c), 1322(4), Pt 2M.2, Pt 2M.3, Pt 2M.6 Corporations Regulations 2001 (Cth), reg 2M.3.01(1)(h) Cases Cited: Aprais Pty Ltd; Twin v Deputy Commissioner of Taxation [2004] 1 Qd R 450; [2003] QSC 329 Australian Hydrocarbons NL v Green (1885) ACLR 72 Australian Innovation Ltd v Petrovsky (1996) 21 ACSR 218 Clarke v Great Southern Finance Pty Ltd [2014] VSC 516 Diamond Rose NL v Striker Resources NL (1998) 85 FCR 76 Elderslie Finance Corporation Ltd v Australian Securities and Investments Commission (1993) 11 ACSR 157 Hamilton v Property Investments Ltd [1983] WAR 317 Oil Basins Ltd v Bass Strait Oil Company [2012] FCA 1122; (2012) 91 ACSR 700 Prime Life Corporation Ltd v Aevum Ltd [2005] NSWSC 269; (2005) 53 ACSR 283 Re Compaction Systems Pty Ltd (1976) 1 ACLR 135 Re Dana Australia (Holdings) Pty Ltd, in the matter of Dana Australia (Holdings) Pty Ltd [2006] FCA 355; (2006) 151 FCR 317 Re Golden Gate Petroleum Ltd [2010] FCA 40; (2010) 77 ACSR 17 Re iCandy Interactive Ltd [2018] FCA 533; (2018) 125 ACSR 369 Re Murray River Organics Limited [2019] FCA 931 Re QBiotics Limited [2016] FCA 873 Re Spirit Energy Ltd [2012] FCA 1354 Re Wave Capital Ltd (2003) 43 ACSR 418 Sanwa Australia Finance Ltd v Ground-Breakers Pty Ltd (In Liq) [1991] 2 Qd R 456 Weinstock v Beck (2013) 251 CLR 396; [2013] HCA 14 Category: Principal judgment Parties: DAC Finance (NSW/Qld) Pty Ltd (First plaintiff) Domain Group Holdings Pty Ltd (Second plaintiff) Domain Aged Care No 2 Pty Ltd (Third plaintiff) Domain Aged Care (Qld) Pty Ltd (Fourth plaintiff) Domain Aged Care No 3 Pty Ltd (Fifth plaintiff) Domain Aged Care Management Pty Ltd (Sixth plaintiff) Domain Aged Care (Victoria) Pty Ltd (Seventh plaintiff) Aquarius Group Pty Ltd (Eighth plaintiff) Aquarius Group Aged Care Pty Ltd (Ninth plaintiff) DAC Finance Pty Ltd (Tenth plaintiff) Representation: Counsel: D L Williams SC / N D Riordan (Plaintiffs)