In the matter of Bromesley Pty Limited (Receiver and Manager Appointed) [2017] NSWSC 295

In the matter of Bromesley Pty Limited (Receiver and Manager Appointed) [2017] NSWSC 295

The irretrievable breakdown between directors and shareholders and the deadlock in the company's affairs, together with the doubtful solvency and absence of any viable alternative remedy, satisfy the just and equitable ground for winding up under s 461(1)(k) of the Corporations Act. It is appropriate to exercise the Court's discretion to wind up Bromesley Pty Ltd.

Jurisdiction
Australia
Judgment Date
21 March 2017
Procedural Posture
Corporations External Administration / Application for Winding Up; Orders Made
Outcome
First defendant (Bromesley Pty Ltd) ordered to be wound up; Graeme Beattie appointed liquidator; Second and third defendants to pay plaintiffs' costs; Orders to be taken out forthwith.
Legal Topics
['external Administration' 'just and Equitable Winding Up' 'directors Deadlock' 'solvency Doubt' 'remedies Under Corporations Act']
['corporations Law'] ['external Administration' 'just and Equitable Winding Up' 'directors Deadlock' 'solvency Doubt' 'remedies Under Corporations Act']

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Procedural Posture

Corporations External Administration / Application for Winding Up; Orders Made

Legal Issues

  1. 1 ['Whether it is appropriate to wind up Bromesley Pty Ltd on the just and equitable ground' 'Whether other remedies are available to the plaintiffs apart from winding up' 'Whether there is an irretrievable breakdown between directors and shareholders']

Ratio Decidendi

The irretrievable breakdown between directors and shareholders and the deadlock in the company's affairs, together with the doubtful solvency and absence of any viable alternative remedy, satisfy the just and equitable ground for winding up under s 461(1)(k) of the Corporations Act. It is appropriate to exercise the Court's discretion to wind up Bromesley Pty Ltd.

Court Disposition

First defendant (Bromesley Pty Ltd) ordered to be wound up; Graeme Beattie appointed liquidator; Second and third defendants to pay plaintiffs' costs; Orders to be taken out forthwith.

Orders

  • ['Pursuant to s 461(1)(k) of the Corporations Act 2001 (Cth), an order that Bromesley Pty Limited (Receiver and Manager Appointed) (ACN 605 618 022) be wound up.' 'Pursuant to s 472(1) of the Corporations Act 2001 (Cth), an order that Graeme Beattie be appointed liquidator of the Company.' "Second and third...