Hooke v Bux Global Limited [2018] FCA 740

Procedural Posture

Winding Up Application Under S 461 of the Corporations Act 2001 (cth) With an Interlocutory Application for Summary Judgment / Interlocutory Application by the Defendant for Summary Judgment on the Basis That the Plaintiffs Lacked Standing

Legal Issues

1. 1 ['Whether the plaintiffs had an arguable basis for standing to seek winding up orders as contributories under s 462 of the Corporations Act 2001 (Cth).' "Whether the phrase 'a holder of fully paid shares in the company' in the definition of contributory should be read as requiring the person to be a member holding fully paid shares." 'Whether the standing issue should be determined separately or at the same time as the winding up application.' 'Whether the proceedings should be summarily dismissed for lack of standing.']

Ratio Decidendi

The summary judgment application was dismissed because the plaintiffs' claim to standing as contributories was reasonably arguable on the evidence, including that Bux's register and holding statements showed them as holders of shares in unusual circumstances arising from a rollover transaction allegedly undertaken without their authority. The question did not necessarily turn solely on statutory construction, and given the listed final hearing and the circumstances of the case it was appropriate for standing to be determined with the winding up application rather than by summary dismissal.

Court Disposition

The application for summary judgment was dismissed.

Orders

• ['The application for summary judgment is dismissed.' 'The costs of the application be costs in the cause.' 'On the applications for discovery and the question of inspection of documents produced on subpoena by the Commonwealth Bank and the ANZ Bank: the plaintiffs do file and serve written submissions by 17 May...