Downey as liquidator of Complete Print Solutions Pty Ltd (in liq) v Stewart

The matter before the Court was an application by Downey, as liquidator of Complete Print Solutions Pty Ltd (in liq), to seek approval for a Deed of Settlement. The Deed was intended to settle the benefit of a proceeding for the proper realisation of the assets and winding up of the company. The respondent, Stewart, had filed an affidavit in support of the application. The dispute centred on whether the Court should approve the compromise of the proceedings as outlined in the Deed of Settlement.

The key legal issue before the Court was whether the compromise of the proceedings was in the best interests of the creditors and members of Complete Print Solutions Pty Ltd. The Court had to consider the provisions of s 477(2B) of the Corporations Act 2001 (Cth), which required the Court to be satisfied that the compromise was fair and reasonable to the creditors and members of the company. The Court also needed to determine if the appointment of additional liquidators, as proposed in the Deed, was appropriate.

In delivering the judgment, the Court found that the compromise of the proceedings was fair and reasonable to the creditors and members of the company. The Court was satisfied that the Deed of Settlement provided a benefit to the creditors and members by resolving the proceeding in a manner that was likely to achieve a better outcome than if the proceeding were to continue. Additionally, the Court approved the appointment of Messrs Jess and Burness as additional liquidators for the special purposes outlined in the Deed. The Court concluded that the dismissal of the claim and cross-claim with no order as to costs was appropriate given the circumstances of the case.

The Court entered the orders as follows: the compromise of the proceedings constituted by the Deed of Settlement was approved pursuant to s 477(2B) of the Corporations Act 2001 (Cth). Messrs Jess and Burness were appointed as additional liquidators for the special purposes of investigating potential causes of action arising from the sale of OfficeMax Australia Limited and pursuing any such causes of action. The claim and cross-claim were dismissed with no order as to costs.