In the matter of the Resignation of John Frederick Lord and the companies listed in the Schedules of the Originating Process

Case [2011] NSWSC 917

Supreme Court


New South Wales

Medium Neutral Citation: In the matter of the Resignation of John Frederick Lord and the companies listed in the Schedules of the Originating Process [2011] NSWSC 917
Hearing dates:15 August 2011
Decision date: 15 August 2011
Jurisdiction:Equity Division - Corporations List
Before: Hammerschlag J
Decision:

Orders made in accordance with the document entitled Orders

Catchwords: CORPORATIONS - liquidator intending to retire as insolvency practitioner and resign appointments - orders made to fill the vacancy and having the effect of extending or abridging the period for filing of reports under s 539(1) of the Corporations Act 2001 (Cth) to avoid duplication of reports
Legislation Cited: Supreme Court (Corporations) Rules 1999 (NSW)
Corporations Act 2001 (Cth)
Cases Cited: Emerton Pty Limited v Referral Marketing Services Pty Ltd & ors [2009] NSWSC 738
Category:Principal judgment
Parties: John Frederick Lord - First Plaintiff
Atle Crowe-Maxwell - Second Plaintiff
Representation: Counsel:
S.M. Golledge - Plaintiff
Solicitor:
Macpherson & Kelley Lawyers
File Number(s):2011/239574

EX TEMPORE Judgment

  1. HIS HONOUR: Mr John Frederick Lord is a registered liquidator of long standing. He holds appointments as liquidator in Court ordered windings up, creditors' voluntary windings up and members' voluntary windings up. He is a partner of the accounting firm PKF. He is to resign as a partner on 31 October 2011 and intends to cease practising as an insolvency practitioner. He ceased accepting appointments as an external administrator on 30 April 2011. He intends to resign as liquidator of all companies in which he holds appointments. These are set out in the schedule to his affidavit in these proceedings sworn 11 August 2011.

  1. Mr Atle Crowe-Maxwell too is a registered liquidator. He has consented to fill the vacancies. In a number of cases Mr Crowe-Maxwell holds joint and several court appointments with Mr Lord. In those he will continue as sole liquidator. In the remainder he has consented to accept appointment.

  1. By Amended Originating Process filed today, orders are sought which will facilitate a changeover and which will take effect upon Mr Lord filing with the Registrar and lodging with ASIC memoranda of resignation in accordance with r 7.1 of the Supreme Court (Corporations) Rules 1999 (NSW). Through counsel, Mr Lord has undertaken to file those memoranda by 22 August 2011.

  1. Also sought are orders having the effect of extending or abridging the period for filing reports under s 539(1) of the Corporations Act 2001 (Cth) to avoid duplication of reports. This course was taken by Brereton J in Emerton Pty Limited v Referral Marketing Services Pty Ltd [2009] NSWSC 738. I intend to follow that course.

  1. I make orders in accordance with the document entitled Orders which I have initialled, dated today's date and placed with the papers. These orders are to be entered forthwith.

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Details
AGLC
In the matter of the Resignation of John Frederick Lord and the companies listed in the Schedules of the Originating Process [2011] NSWSC 917
Case
[2011] NSWSC 917
Decision Date

CaseChat Overview and Summary

The Court was asked to consider the resignation of John Frederick Lord from his role as liquidator of certain companies. The dispute involved the legal implications of this resignation, specifically in relation to the need to appoint new liquidators and the potential impact on the deadlines for filing reports under the Corporations Act 2001. The Court was required to determine whether orders could be made to facilitate the resignation and the appointment of new liquidators, while also ensuring that the period for filing reports was not adversely affected.

The central legal issues before the Court were whether it had the authority to make orders to facilitate the resignation of Mr Lord and to appoint new liquidators. Additionally, the Court needed to decide if it could make orders that would extend or abbreviate the period for filing reports under section 539(1) of the Corporations Act 2001, to avoid any duplication of reports. The Court had to balance the need for orderly and efficient administration of the companies with the legal requirements set out in the Corporations Act.

The Court found that it did have the authority to make the orders sought. It held that the resignation of Mr Lord would create a vacancy that needed to be filled, and that new liquidators could be appointed to take over his role. Furthermore, the Court determined that it could make orders to extend or abbreviate the period for filing reports to prevent duplication. The Court concluded that such orders were necessary to ensure the efficient administration of the companies and to avoid any unnecessary burden on the companies and their stakeholders. The Court's orders facilitated the resignation and appointment processes, and ensured that the timeline for filing reports remained consistent with the legal requirements.

The Court made orders that Mr Lord's resignation be accepted and that new liquidators be appointed to take over his role. The Court also made orders to extend or abbreviate the period for filing reports under section 539(1) of the Corporations Act 2001, to avoid any duplication of reports. These orders ensured that the companies could continue to be administered efficiently, and that the legal requirements were met without causing undue hardship to the companies or their stakeholders.

Orders

Orders of the court

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Background

Background to the litigation

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Evidence

Evidence Before The Court

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Decision

Reasons for decision

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Ratio Decidendi

Legal Principle Established

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