Lenark Pty Limited v TheChairmen1 Pty Limited & Ors [2012] NSWSC 485

Lenark Pty Limited v TheChairmen1 Pty Limited & Ors [2012] NSWSC 485

The proposed Second Further Amended Statement of Claim was not permitted to proceed in its present form because some criticisms were well-founded, including the need to clarify the oppression pleading connected with the Springsure transaction and to plead material facts supporting certain relief. Since Lenark did not press the current form and intended to prepare a further version, any application to amend could be renewed if agreement could not be reached.

Jurisdiction
Australia
Judgment Date
10 May 2012
Procedural Posture
Interlocutory Application in the Equity Division Corporations List for Leave to Amend a Further Amended Statement of Claim / Notice of Motion for Leave to File a Second Further Amended Statement of Claim; Application Not Pressed in Its Present Form, With Any Renewed Application to Follow Further Amendments or Agreement
Outcome
Application for leave to file the proposed Second Further Amended Statement of Claim was not pressed in its present form; any application to amend may be renewed after the matters addressed in the judgment are dealt with, if agreement cannot be reached.
Legal Topics
['amendment of Pleadings' 'second Further Amended Statement of Claim' 'oppressive Conduct' "directors' Duties" 'joinder of Parties' 'relief Under Corporations Act 2001 (cth) S 233(1)(d)']
['practice and Procedure' 'corporations Law'] ['amendment of Pleadings' 'second Further Amended Statement of Claim' 'oppressive Conduct' "directors' Duties" 'joinder of Parties' 'relief Under Corporations Act 2001 (cth) S 233(1)(d)']

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Procedural Posture

Interlocutory Application in the Equity Division Corporations List for Leave to Amend a Further Amended Statement of Claim / Notice of Motion for Leave to File a Second Further Amended Statement of Claim; Application Not Pressed in Its Present Form, With Any Renewed Application to Follow Further Amendments or Agreement

Legal Issues

  1. 1 ['Whether Lenark should be granted leave to file the proposed Second Further Amended Statement of Claim in its current form.' 'Whether proposed pleadings concerning the GUF transaction were sufficiently relevant and clear as material facts.' "Whether the proposed pleading adequately connected alleged directors' duty breaches and TheChairmen1's alleged inaction with oppressive conduct under s 232 of the Corporations Act 2001 (Cth)." 'Whether the relief claimed was supported by pleaded material facts, including relief against Mrs Ransley, Micjud, Pooles Australia and Nooava.' 'Whether defendants whose interests might be affected by buy-out relief were properly joined.']

Ratio Decidendi

The proposed Second Further Amended Statement of Claim was not permitted to proceed in its present form because some criticisms were well-founded, including the need to clarify the oppression pleading connected with the Springsure transaction and to plead material facts supporting certain relief. Since Lenark did not press the current form and intended to prepare a further version, any application to amend could be renewed if agreement could not be reached.

Court Disposition

Application for leave to file the proposed Second Further Amended Statement of Claim was not pressed in its present form; any application to amend may be renewed after the matters addressed in the judgment are dealt with, if agreement cannot be reached.

Orders

  • ['Any application to amend can be renewed after matters dealt with by judgment are addressed, if agreement in respect of amendment cannot be reached between the parties.' 'If agreement cannot be reached, the Court will hear the parties further as to the amendment, costs thrown away and the costs of the application.']