Melhelm Pty Ltd, in the matter of Boka Beverages Pty Ltd (in liquidation) v Boka Beverages Pty Ltd (in liquidation) [2019] FCA 1184

Melhelm Pty Ltd, in the matter of Boka Beverages Pty Ltd (in liquidation) v Boka Beverages Pty Ltd (in liquidation) [2019] FCA 1184

The Court held that, notwithstanding rejection of Melhelm's and Icon's proofs of debt, Melhelm at least had standing as a creditor to seek appointment of special purpose liquidators (SPLs). The current liquidators lacked the means and intention to pursue further investigations, whereas Melhelm was willing to fund such investigations but only if new liquidators were appointed. There existed credible matters requiring further investigation—particularly in relation to solvency, possible voidable transactions, and Melhelm's claims as creditor—rendering it just and beneficial for the winding up and the general body of creditors that SPLs be appointed, albeit for purposes more limited than...

Jurisdiction
Australia
Judgment Date
02 August 2019
Procedural Posture
Corporations – Application for Appointment of Special Purpose Liquidators / Judgment and Orders on Application for Appointment of Special Purpose Liquidators
Outcome
Application granted in part: Special purpose liquidators appointed for specified purposes
Legal Topics
['liquidation' 'insolvency Practice Schedule' 'special Purpose Liquidator' 'external Administration' 'voidable Transactions' 'proof of Debt']
['corporations Law' 'corporate Insolvency'] ['liquidation' 'insolvency Practice Schedule' 'special Purpose Liquidator' 'external Administration' 'voidable Transactions' 'proof of Debt']

Case Brief

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Procedural Posture

Corporations – Application for Appointment of Special Purpose Liquidators / Judgment and Orders on Application for Appointment of Special Purpose Liquidators

Legal Issues

  1. 1 ['Whether the plaintiffs have standing to apply for appointment of special purpose liquidators under s 90-15 of the Insolvency Practice Schedule (Corporations)' 'Whether it is appropriate to appoint special purpose liquidators under the circumstances' 'The proper terms of the appointment']

Ratio Decidendi

The Court held that, notwithstanding rejection of Melhelm's and Icon's proofs of debt, Melhelm at least had standing as a creditor to seek appointment of special purpose liquidators (SPLs). The current liquidators lacked the means and intention to pursue further investigations, whereas Melhelm was willing to fund such investigations but only if new liquidators were appointed. There existed credible matters requiring further investigation—particularly in relation to solvency, possible voidable transactions, and Melhelm's claims as creditor—rendering it just and beneficial for the winding up and the general body of creditors that SPLs be appointed, albeit for purposes more limited than...

Court Disposition

Application granted in part: Special purpose liquidators appointed for specified purposes

Orders

  • ['Trent Andrew Devine and Andrew John Spring appointed as additional joint and several liquidators (special purpose liquidators) of Boka Beverages Pty Ltd (in liquidation) for specified purposes, including considering exercising powers regarding Melhelm’s proof of debt, investigating solvency, particular...