C & C Fisher Pty Ltd v Livadaras [2010] FCA 11

C & C Fisher Pty Ltd v Livadaras [2010] FCA 11

C & C Fisher failed to establish that the chairperson's exclusion of their votes was affected by bad faith or involved an error of law. A chairperson's ruling is final if made honestly and according to law; there was insufficient evidence to show dishonesty, bias, or any legal error. The court does not adjudicate the merits or factual findings unless made in bad faith or with legal error.

Parties
First Applicant: C & C Fisher Pty Ltd (ACN 123 285 370); Second Applicant: Australian Olives Limited (ACN 078 885 042); First Respondent: Spyridon Livadaras; Second Respondent: Huntley Management Limited (ACN 089 240 513); Respondents: Others
Jurisdiction
Australia
Judgment Date
21 January 2010
Procedural Posture
Corporations Law Application (challenge to Voting Exclusion in Managed Investment Scheme Meeting) / Final Judgment
Outcome
Application dismissed
Legal Topics
Managed Investment Scheme Meetings, Exclusion of Votes, Associates and Acting in Concert, Chairperson's Decisions, Bad Faith, Error of Law, Judicial Review of Chair's Rulings
Corporations Law Managed Investment Scheme Meetings Exclusion of Votes Associates and Acting in Concert Chairperson's Decisions Bad Faith Error of Law Judicial Review of Chair's Rulings

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Parties

C & C Fisher Pty Ltd (ACN 123 285 370)

First Applicant

Australian Olives Limited (ACN 078 885 042)

Second Applicant

Spyridon Livadaras

First Respondent

Huntley Management Limited (ACN 089 240 513)

Second Respondent

Others

Respondents

Procedural Posture

Corporations Law Application (challenge to Voting Exclusion in Managed Investment Scheme Meeting) / Final Judgment

Legal Issues

  1. 1 Whether the chairperson (Mr Livadaras) acted in bad faith in excluding votes
  2. 2 Whether the chairperson made an error of law in making the ruling to exclude votes

Ratio Decidendi

C & C Fisher failed to establish that the chairperson's exclusion of their votes was affected by bad faith or involved an error of law. A chairperson's ruling is final if made honestly and according to law; there was insufficient evidence to show dishonesty, bias, or any legal error. The court does not adjudicate the merits or factual findings unless made in bad faith or with legal error.

Court Disposition

Application dismissed

Orders

  • The application filed on 16 January 2009 be dismissed.