Jacobs, in the matter of Western Work Force Pty Ltd [2017] FCA 342

Jacobs, in the matter of Western Work Force Pty Ltd [2017] FCA 342

As the evidence established the shares have no residual value and, if liquidation occurred, members would receive no dividend, permitting the share transfer under s 444GA would not unfairly prejudice members' interests. Therefore, leave should be granted.

Jurisdiction
Australia
Judgment Date
20 March 2017
Procedural Posture
Corporations – Application Under S 444 GA of the Corporations Act 2001 (cth) / Application for Leave by Deed Administrator to Transfer Shares
Outcome
Leave granted to the deed administrator to transfer all shares registered in the name of Mr Loftus to the DOCA proponents.
Legal Topics
['deed of Company Arrangement' 'share Transfer on Administration' 'unfair Prejudice to Members']
['corporations Law' 'corporate Insolvency'] ['deed of Company Arrangement' 'share Transfer on Administration' 'unfair Prejudice to Members']

Case Brief

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Procedural Posture

Corporations – Application Under S 444 GA of the Corporations Act 2001 (cth) / Application for Leave by Deed Administrator to Transfer Shares

Legal Issues

  1. 1 ['Whether leave should be granted under s 444GA(1) of the Corporations Act 2001 (Cth) to transfer shares where the shareholder refused to consent' "Whether such transfer would unfairly prejudice the interests of the company's members"]

Ratio Decidendi

As the evidence established the shares have no residual value and, if liquidation occurred, members would receive no dividend, permitting the share transfer under s 444GA would not unfairly prejudice members' interests. Therefore, leave should be granted.

Court Disposition

Leave granted to the deed administrator to transfer all shares registered in the name of Mr Loftus to the DOCA proponents.

Orders

  • ['The first plaintiff has leave under s 444GA(1) of the Corporations Act 2001 (Cth) to transfer all shares in Western Work Force Pty Ltd registered in the name of Craig Mark Loftus to the specified proponents, in accordance with clause 7.1 of the deed of company arrangement executed 15 December 2016.' 'Costs of and...