Greylag Goose Leasing 1410 Designated Activity Company v P.T. Garuda Indonesia Ltd

In this matter, the High Court of Australia considered an appeal by Greylag Goose Leasing 1410 Designated Activity Company and Greylag Goose Leasing 1446 Designated Activity Company (together, "Greylag Goose") against P.T. Garuda Indonesia Ltd ("Garuda"). Greylag Goose had commenced proceedings in the Supreme Court of New South Wales seeking to wind up Garuda, an Indonesian state-owned airline registered as a foreign company in Australia, on the grounds of insolvency or that it was just and equitable to do so. Garuda sought to have these proceedings set aside, asserting immunity from Australian court jurisdiction under the *Foreign States Immunities Act 1985* (Cth) ("FSIA"). It was common ground that Garuda was a "separate entity" of the Republic of Indonesia and thus entitled to immunity unless an exception applied.

The central legal issue before the High Court was whether an exception to foreign state immunity, specifically s 14(3)(a) of the FSIA read with s 22, applied to proceedings for the winding up of a body corporate that is a separate entity of a foreign state. Section 14(3)(a) provides that a foreign state is not immune in proceedings concerning "bankruptcy, insolvency or the winding up of a body corporate," and s 22 extends this to separate entities. Greylag Goose contended that this exception permitted the Australian court to entertain their winding-up application against Garuda.

The High Court reasoned that while ss 9 and 22 of the FSIA generally confer immunity from jurisdiction on separate entities of foreign states, and ss 14(3)(a) and 22 create an exception for proceedings concerning the winding up of a body corporate, this exception was not applicable in the present circumstances. The Court interpreted the exception in s 14(3)(a) as applying only to the winding up of *another* body corporate, not the separate entity itself. The Court found no basis in the legislative history or purpose of the FSIA to extend the exception to permit the winding up of a separate entity registered as a foreign company in Australia.

Consequently, the High Court dismissed the appeal with costs, upholding the Supreme Court's decision that it lacked jurisdiction to wind up Garuda due to its immunity under the FSIA.