Award Holdings Pty Ltd v Fairmont Nominees Pty Ltd

Award Holdings Pty Ltd and Lethven Nominees Pty Ltd sought an interlocutory injunction to restrain Fairmont Nominees Pty Ltd and others from selling shares in Margaret River Vines Pty Ltd. The plaintiffs, who held a combined total of 10 shares in the company, argued that they were entitled to pre-emptive rights to purchase the shares of Fairmont Nominees Pty Ltd, who held 35 shares. The plaintiffs alleged that they had been led to believe they would control the board of directors, and that they had been misled about the appointment of a director. The court considered the validity of the transfer notice given by Fairmont Nominees Pty Ltd, which did not specify the fair value of the shares. The court held that the transfer notice was invalid as it did not comply with the requirements of the company's articles of association. The court also found that there was a serious question to be tried regarding the validity of the transfer notice, and that damages would not be an appropriate remedy given the financial position of the first defendant. Therefore, the application for an interlocutory injunction was granted.