In the matter of SCW Pty Ltd (in liq) [2017] NSWSC 449

In the matter of SCW Pty Ltd (in liq) [2017] NSWSC 449

The company has, at all times, been solvent; the deadlock that led to the winding up has been resolved; all creditors have been paid; the liquidator consents on agreed terms; the applicant is now sole director and shareholder; there is no opposition from other parties or ASIC; accordingly, it is appropriate to terminate the winding up under s 482 of the Corporations Act 2001 (Cth).

Parties
First Plaintiff: Leslie John Schirato; Second Plaintiff: Schirato Pty Ltd (ACN 060 136 432); First Defendant: SCW Pty Ltd (in liq); Second Defendant: Clelia Winton; Third Defendant: Canwin (Aust) Pty Ltd
Jurisdiction
Australia
Judgment Date
10 April 2017
Procedural Posture
Corporations – Application to Terminate Liquidation / Final Orders
Outcome
Winding up terminated with effect from 11 April 2017; directions for liquidator to deliver books and records; provision for liquidator’s remuneration; and consequential orders as specified.
Legal Topics
Termination of Winding Up, Just and Equitable Winding Up, Solvency, Court Discretion – Termination of Liquidation
Corporations Law Termination of Winding Up Just and Equitable Winding Up Solvency Court Discretion – Termination of Liquidation

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Parties

Leslie John Schirato

First Plaintiff

Schirato Pty Ltd (ACN 060 136 432)

Second Plaintiff

SCW Pty Ltd (in liq)

First Defendant

Clelia Winton

Second Defendant

Canwin (Aust) Pty Ltd

Third Defendant

Procedural Posture

Corporations – Application to Terminate Liquidation / Final Orders

Legal Issues

  1. 1 Whether the winding up of SCW Pty Ltd (in liquidation) should be terminated under s 482 of the Corporations Act 2001 (Cth)
  2. 2 Whether the circumstances giving rise to the liquidation have been alleviated
  3. 3 Whether appropriate to terminate winding up given the company's solvency and sole director/shareholder status

Ratio Decidendi

The company has, at all times, been solvent; the deadlock that led to the winding up has been resolved; all creditors have been paid; the liquidator consents on agreed terms; the applicant is now sole director and shareholder; there is no opposition from other parties or ASIC; accordingly, it is appropriate to terminate the winding up under s 482 of the Corporations Act 2001 (Cth).

Court Disposition

Winding up terminated with effect from 11 April 2017; directions for liquidator to deliver books and records; provision for liquidator’s remuneration; and consequential orders as specified.

Orders

  • Pursuant to s 482(1) of the Corporations Act 2001 (Cth), the winding up of SCW Pty Ltd (in liquidation) ACN 069 964 521 is terminated with effect from 11 April 2017.
  • The liquidator to deliver the books and records of the first defendant to the first plaintiff by no later than 24 April 2017.