C & C Transport Enterprise Pty Ltd v Younes Chandab & Anor [2010] NSWSC 1271

C & C Transport Enterprise Pty Ltd v Younes Chandab & Anor [2010] NSWSC 1271

The parties intended and agreed, as recorded in the Deed dated 6 October 2006 and partly in the Consent Orders filed on 22 December 2006, that Nachwa Chandab would be the sole director and shareholder of C & C Transport Enterprise Pty Ltd and that Younes Chandab would relinquish his directorship and shareholding. The defendant's own statutory declaration and cross-examination supported that he knew he was no longer a director. The Court was not satisfied that the plaintiff agreed on 13 January 2009 to reinstate the defendant, and even on the defendant's account the condition for lodging the ASIC form had not been satisfied. The evidence did not establish breach of duty by the plaintiff or...

Jurisdiction
Australia
Judgment Date
09 November 2010
Procedural Posture
Equity Division Corporations Proceeding by Summons and Cross Summons Concerning Directorship and Shareholding / Final Judgment After Hearing
Outcome
Declaration and ASIC register rectification granted in favour of the plaintiff from 6 October 2006; plaintiff's other claims for delivery up and damages dismissed; defendant's Cross Summons dismissed; defendant given opportunity to provide an undertaking before an injunction is made.
Legal Topics
['directorship and Shareholding' 'asic Register Rectification' 'property Settlement Between Former Spouses' 'financial Agreement' 'fiduciary and Statutory Duties']
['corporations' 'equity' 'family Law'] ['directorship and Shareholding' 'asic Register Rectification' 'property Settlement Between Former Spouses' 'financial Agreement' 'fiduciary and Statutory Duties']

Case Brief

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Procedural Posture

Equity Division Corporations Proceeding by Summons and Cross Summons Concerning Directorship and Shareholding / Final Judgment After Hearing

Legal Issues

  1. 1 ['Whether the plaintiff had been the sole director and sole legal and beneficial owner of the issued share capital in C & C Transport Enterprise Pty Ltd since 11 September 2006 or another date.' "Whether the former husband agreed to relinquish his directorship and shareholding in C & C Transport Enterprise Pty Ltd as part of the parties' property settlement." 'Whether the plaintiff agreed on 13 January 2009 to reinstate the defendant as a director and shareholder of C & C Transport Enterprise Pty Ltd.' 'Whether the ASIC register should be rectified to remove entries referring to the defendant as a director or shareholder after 6 October 2006.' 'Whether the plaintiff breached fiduciary or statutory duties to the Company and should be removed as director.' 'Whether the plaintiff was entitled to damages for detention of a Toyota Landcruiser or delivery up of books and records.']

Ratio Decidendi

The parties intended and agreed, as recorded in the Deed dated 6 October 2006 and partly in the Consent Orders filed on 22 December 2006, that Nachwa Chandab would be the sole director and shareholder of C & C Transport Enterprise Pty Ltd and that Younes Chandab would relinquish his directorship and shareholding. The defendant's own statutory declaration and cross-examination supported that he knew he was no longer a director. The Court was not satisfied that the plaintiff agreed on 13 January 2009 to reinstate the defendant, and even on the defendant's account the condition for lodging the ASIC form had not been satisfied. The evidence did not establish breach of duty by the plaintiff or...

Court Disposition

Declaration and ASIC register rectification granted in favour of the plaintiff from 6 October 2006; plaintiff's other claims for delivery up and damages dismissed; defendant's Cross Summons dismissed; defendant given opportunity to provide an undertaking before an injunction is made.

Orders

  • ['Declare that Nachwa Chandab has at all times on and from 6 October 2006 been the sole director and shareholder of C & C Transport Enterprise Pty Ltd.' 'The defendant is to have the opportunity to provide an undertaking to the Court that he will not represent that he has been a director of C & C Transport...