In the matter of Wise Guys International Pty Limited (in liquidation) [2015] NSWSC 1245

In the matter of Wise Guys International Pty Limited (in liquidation) [2015] NSWSC 1245

The Court found that leave should be granted to the liquidator to distribute surplus assets of the trust to unitholders, as the assets were held for the trust beneficiaries and all relevant parties consented. It was proper to dispense with the requirement for a formal schedule of persons entitled, and for directions to the liquidator as to appointment of a vesting date and termination of the trust in accordance with the trust deed. The liquidator's costs should be paid out of the Company's assets.

Parties
Plaintiff: Craig Neil Drury; First Defendant: Wise Guys International Pty Ltd as a trustee of GT3RSR Unit Trust; Second Defendant: Wise Guys International Pty Ltd as a trustee of YQSL Superannuation Fund; Third Defendant: Wise Guys International Pty Ltd; Fourth Defendant: Simon Arnold; Liquidator: Adam Shepard
Jurisdiction
Australia
Judgment Date
22 June 2015
Procedural Posture
Corporate Liquidation Application / Application for Leave to Distribute Surplus and for Directions
Outcome
Orders granted as sought by the liquidator; special leave to distribute surplus assets; directions given; liquidator's costs to be paid out of Company assets.
Legal Topics
Winding Up of Company, Liquidator's Distribution of Trust Assets, Directions to Liquidator, Termination of Trust, Priority of Distribution
Corporations Law Equity Trusts Winding Up of Company Liquidator's Distribution of Trust Assets Directions to Liquidator Termination of Trust Priority of Distribution

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Parties

Craig Neil Drury

Plaintiff

Wise Guys International Pty Ltd as a trustee of GT3RSR Unit Trust

First Defendant

Wise Guys International Pty Ltd as a trustee of YQSL Superannuation Fund

Second Defendant

Wise Guys International Pty Ltd

Third Defendant

Simon Arnold

Fourth Defendant

Adam Shepard

Liquidator

Procedural Posture

Corporate Liquidation Application / Application for Leave to Distribute Surplus and for Directions

Legal Issues

  1. 1 Whether the liquidator should be granted special leave to distribute surplus assets of a trust when the company is in liquidation
  2. 2 Whether the court should give directions authorising the liquidator to appoint a vesting date, terminate the trust and distribute to unitholders
  3. 3 Whether requirement for annexing a schedule under reg 5.6.71(2) of the Corporations Regulations 2001 (Cth) should be dispensed with

Ratio Decidendi

The Court found that leave should be granted to the liquidator to distribute surplus assets of the trust to unitholders, as the assets were held for the trust beneficiaries and all relevant parties consented. It was proper to dispense with the requirement for a formal schedule of persons entitled, and for directions to the liquidator as to appointment of a vesting date and termination of the trust in accordance with the trust deed. The liquidator's costs should be paid out of the Company's assets.

Court Disposition

Orders granted as sought by the liquidator; special leave to distribute surplus assets; directions given; liquidator's costs to be paid out of Company assets.

Orders

  • Special leave granted to the liquidator to distribute surplus assets of the trust to unitholders.
  • Dispensation from requirement to annex a schedule in accordance with Form 551 under reg 5.6.71(2) of the Corporations Regulations 2001 (Cth).