In the matter of JI Woo International Education Centre Pty Limited (in liquidation) (deregistered) [2019] NSWSC 30

In the matter of JI Woo International Education Centre Pty Limited (in liquidation) (deregistered) [2019] NSWSC 30

The Company should be reinstated because its deregistration resulted from the previous liquidator lodging a Form 5603 End of Administration Return when the court-ordered liquidation had not ended, and ASIC deregistering the Company on the basis of s 509 of the Corporations Act despite that provision applying only to voluntary liquidation. Mr Elkerton had notified ASIC of his appointment and was liquidator in an ongoing liquidation. The circumstances were materially the same as Re Atlas Construction Group Pty Ltd (in liq), warranting reinstatement, Mr Elkerton's continuation or reappointment as liquidator, and validation of acts during deregistration. The condition sought by the Second...

Jurisdiction
Australia
Judgment Date
21 January 2019
Procedural Posture
Application Under S 601 Ah(2) of the Corporations Act 2001 (cth) for Reinstatement of the Registration of a Deregistered Company in Liquidation / Interlocutory Process; Ex Tempore Judgment
Outcome
Application granted; Company reinstated; liquidator reappointed or continued; acts validated; condition sought by the Second Respondents refused.
Legal Topics
['deregistration and Reinstatement of Company' 'liquidation' 'validation of Acts After Deregistration' 'examination Summonses and Orders for Production']
['corporations Law' 'insolvency'] ['deregistration and Reinstatement of Company' 'liquidation' 'validation of Acts After Deregistration' 'examination Summonses and Orders for Production']

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Procedural Posture

Application Under S 601 Ah(2) of the Corporations Act 2001 (cth) for Reinstatement of the Registration of a Deregistered Company in Liquidation / Interlocutory Process; Ex Tempore Judgment

Legal Issues

  1. 1 ['Whether JI Woo International Education Centre Pty Ltd (in liquidation) should be reinstated under s 601AH(2) of the Corporations Act 2001 (Cth).' 'Whether Mr Elkerton should continue or be reappointed as liquidator as if the Company had not been deregistered.' 'Whether acts undertaken or performed by or on behalf of Mr Elkerton or the Company during the period from 2 January 2019 to the date of the reinstatement order should be validated under s 601AH(3) of the Corporations Act 2001 (Cth).' 'Whether reinstatement should be conditioned by an order under s 601AH(3)(d) affecting the ability of Messrs Choi and Lee and Ms Han to pursue an application to set aside examination summonses and orders for production notwithstanding r 5.11 of the Supreme Court (Corporations) Rules.']

Ratio Decidendi

The Company should be reinstated because its deregistration resulted from the previous liquidator lodging a Form 5603 End of Administration Return when the court-ordered liquidation had not ended, and ASIC deregistering the Company on the basis of s 509 of the Corporations Act despite that provision applying only to voluntary liquidation. Mr Elkerton had notified ASIC of his appointment and was liquidator in an ongoing liquidation. The circumstances were materially the same as Re Atlas Construction Group Pty Ltd (in liq), warranting reinstatement, Mr Elkerton's continuation or reappointment as liquidator, and validation of acts during deregistration. The condition sought by the Second...

Court Disposition

Application granted; Company reinstated; liquidator reappointed or continued; acts validated; condition sought by the Second Respondents refused.

Orders

  • ['The deregistered company be reinstated.' 'Mr Elkerton continue in office as liquidator of the Company as if it had not been deregistered.' 'All acts undertaken or performed by or on behalf of Mr Elkerton or the Company during the period from 2 January 2019 to the date of the reinstatement order be validated.' 'The...