Beck v Weinstock [2013] HCA 15
Preference shares can validly exist and be redeemed in circumstances where no ordinary shares have been issued; the rights attached to the class of shares under the company constitution are determinative, and statutory restrictions on redemption and maintenance of capital do not require the existence of ordinary shares.
- Parties
- Appellant: Tamar Rivqa Beck; Respondent: Amiram David Weinstock
- Jurisdiction
- Australia
- Judgment Date
- 01 May 2013
- Procedural Posture
- Appeal / High Court of Australia, Final Determination
- Outcome
- Appeal dismissed with costs.
- Legal Topics
- Shares, Redeemable Preference Shares, Maintenance of Capital, Company Constitution, Priority and Rights of Shareholders
Case Brief
Summary, issues, holding and outcome
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Parties
Tamar Rivqa Beck
Appellant
Amiram David Weinstock
Respondent
Procedural Posture
Appeal / High Court of Australia, Final Determination
Legal Issues
- 1 Whether preference shares required ordinary shares to be issued in order to be valid
- 2 Whether redemption of shares was effective in the absence of ordinary shares
- 3 Whether redemption of redeemable preference shares in the absence of ordinary shares offends the principle of maintenance of capital
Ratio Decidendi
Preference shares can validly exist and be redeemed in circumstances where no ordinary shares have been issued; the rights attached to the class of shares under the company constitution are determinative, and statutory restrictions on redemption and maintenance of capital do not require the existence of ordinary shares.
Court Disposition
Appeal dismissed with costs.
Orders
- Appeal dismissed with costs.
Full Case Text
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