AMCI (IO) P/L v Aquila Steel P/L; AMCI (BC) P/L v Belcoal P/L

The case involved two joint venture agreements between the parties, both concerning mining ventures. The defendants in the first case and the second plaintiff in the second case claimed the right to exercise an option if a "change in control" occurred. The plaintiffs argued that such a change had not occurred, as the shares in question were not transferred in connection with the alleged changes in group shareholding. The case was heard in the Supreme Court of Western Australia.

The primary legal issue was whether a "change in control" had occurred, thereby triggering the option clause in the joint venture agreements. The court needed to determine the meaning of "change in control" and whether shares could be beneficially held only upon registration. The court also needed to decide whether the transfer of shares in connection with other changes in group shareholding constituted a "change in control" under the agreements.

The court found that a "change in control" had not occurred in either case. The court held that the option clause in the agreements did not apply because the transfer of shares was not connected with a change in control. The court also held that shares could be beneficially held without registration. The court found that the defendants' claims were without merit and ordered the defendants to pay the plaintiffs' costs of the proceedings.

The court made declarations in terms of the plaintiffs' requests and ordered the defendants to pay the plaintiffs' costs. The specific orders were that in case number 3468/07, the defendants would pay the plaintiffs' costs of and incidental to the proceedings, including reserved costs if any. In case number 3469/07, the first and second defendants would pay the plaintiffs' and the other defendants' costs of and incidental to the proceedings, including reserved costs if any.