Gehrke v Noumi Ltd

In the matter of Gehrke v Noumi Ltd, the court was asked to approve a settlement of a shareholder class action involving allegations of breaches of continuous disclosure obligations over a period of 5.5 years. The plaintiff class was represented by the Australian Shareholders' Association, and the defendants were Noumi Limited and its auditors. The defendants raised defences that involved issues of proportionate liability. The proceeding also included cross-claims and third-party claims between the defendants. The settlement involved all parties, and the court's task was to determine whether the settlement was fair and reasonable as between the parties and as between the group members.

The court considered whether the settlement met the criteria set out in the Supreme Court Act 1986 (Vic). Specifically, the court examined whether the settlement was fair and reasonable to the plaintiff class and whether the plaintiff's association had acted in the best interests of the class. The court also considered the financial circumstances of the company and the potential impact of the settlement on the company and its shareholders. The court found that the settlement was fair and reasonable and approved it.

The court also considered applications for late registration to permit participation in the settlement and appointments of a Scheme Administrator to administer the settlement distribution scheme. The court approved the late registrations and the appointment of the Scheme Administrator. The court also approved the payment of legal costs from the settlement sum, finding that there was no reason to vary the group costs order.

The court made several declarations and orders to facilitate the potential payment of compensation by the Federal Court to group members whose claims related to the same period as the contravening conduct. The court made these declarations and orders on the basis of the agreed facts in the Federal Court proceeding between ASIC and Noumi Limited. The court's orders were intended to ensure that the settlement was implemented effectively and that the plaintiff class received the maximum possible compensation.