FEDERAL COURT OF AUSTRALIA
Hooke v Bux Global Limited (No 6) [2018] FCA 1545
File number: WAD 644 of 2017 Judge: COLVIN J Date of judgment: 11 October 2018 Catchwords: CORPORATIONS - application to wind up company on just and equitable grounds - winding up order made
CORPORATIONS - application by administrator to be appointed as liquidator - winding up order made on basis of matters including evidence of misconduct by directors - whether administrator appointed by directors would be independent and seen to be independent - consideration of matters bearing upon whether administrator would be seen to be independent - appearance of requisite independence not demonstrated - application dismissed - provisional liquidators appointed as liquidators
Legislation: Corporations Act 2001 (Cth) ss 461(1)(k), 462(2), 466(2) Cases cited: Advance Housing Pty Ltd (in liq) v Newcastle Classic Developments Pty Ltd (1994) 14 ACSR 230
Australian Securities and Investments Commission v Bilkurra Investments Pty Ltd [2016] FCA 371
Bux Global Limited v Hooke [2018] FCA 882
Deputy Commissioner of Taxation v Barroleg Pty Ltd [1997] NSWSC 428; (1997) 25 ACSR 167
Hooke v Bux Global Limited [2018] FCA 740
Re Allebart Pty Ltd (in liq) [1971] 1 NSWLR 24
Re National Safety Council of Australia [1990] VR 29
Date of hearing: 11 October 2018 Registry: Western Australia Division: General Division National Practice Area: Commercial and Corporations Sub-area: Corporations and Corporate Insolvency Category: Catchwords Number of paragraphs: 28 Counsel for the Plaintiffs: Mr DJ Jackson SC with Ms CE Moss Solicitor for the Plaintiffs: Tottle Partners Counsel for the Defendant: The Defendant did not appear Counsel for the Interested Person: Mr MJ Sims Solicitor for the Interested Person: Brown Wright Stein Lawyers
Table of Corrections 15 October 2018 At [18], line two, 'Mr Sutherland' has been deleted and 'Mr Civil' inserted. ORDERS
WAD 644 of 2017 BETWEEN: PETER JAMES HOOKE & CLAIRE ELIZABETH HOOKE
First Plaintiff
PETER JAMES HOOKE & BRICE JAMES HOOKE AS TRUSTEES FOR THE HOOKE SUPERANNUATION FUND
Second Plaintiff
JOHN CORRAN CRAWFORD
Third Plaintiff
AND: BUX GLOBAL LIMITED (ACN 613 313 616)
Defendant
GRAEME ROBERT BEATTIE
Interested Person
JUDGE:
COLVIN J
DATE OF ORDER:
11 OCTOBER 2018
THE COURT ORDERS THAT:
1.Pursuant to s 465B of the Corporations Act 2001 (Cth), the following persons be substituted as the plaintiffs in these proceedings.
(a)Peter James Hooke and Claire Elizabeth Hooke, as first plaintiffs;
(b)Peter James Hooke and Brice James Hooke as trustees for the Hooke Superannuation Fund, as second plaintiffs; and
(c)John Corran Crawford, as third plaintiff.
2.The defendant company be wound up pursuant to s 461(1)(k) of the Corporations Act.
3.Martin Bruce Jones and Andrew Smith of Ferrier Hodgson, Level 28, 108 St George's Terrace, Perth, having consented to act, be appointed as the liquidators of the defendant.
4.The application by Graeme Robert Beattie for leave to be appointed as liquidator of Bux Global Limited be dismissed.
5.Order 1 of the orders made on 4 October 2018 appointing a provisional liquidator be vacated.
6.The plaintiffs' costs (including reserved…
Keep reading for free
Create a free CaseChat account to read Hooke v Bux Global Limited (No 6) and more:
- Read every judgment in full
- Ask AI and get answers linked to paragraphs
- See how each paragraph was cited in later cases
- Download judgments as PDF or Word
One click creates your free account or signs you in.
By continuing you agree to the Terms and Privacy Policy.
- Case
- [2018] FCA 1545
- Decision Date
CaseChat Overview and Summary
The central legal issue was whether Beattie could be appointed as liquidator given the circumstances, including evidence of misconduct by the company’s directors. The court had to assess whether Beattie would be perceived as independent and impartial. The court considered several factors, including Beattie’s relationship with the directors and the appearance of independence. Ultimately, the court determined that Beattie did not demonstrate the requisite independence, leading to the dismissal of his application.
The court found that Beattie, who was proposed by the directors, would not be seen as independent, given his connections with the directors and the context of the company's affairs. This conclusion was based on the evidence presented and the court's assessment of the appearance of independence. As a result, the court dismissed Beattie's application to be appointed liquidator and appointed Martin Bruce Jones and Andrew Smith as the liquidators instead. Additionally, the court ordered the dismissal of the provisional liquidator and set aside the costs order pertaining to the provisional liquidation. The plaintiffs' costs were to be reimbursed from the company's property.
The final orders included substituting the plaintiffs in the proceedings, winding up the defendant company, appointing Jones and Smith as liquidators, dismissing Beattie's application, and assessing and reimbursing the plaintiffs' costs from the company’s property. The court also granted liberty to the plaintiffs to apply for further or special orders regarding costs.
Orders
Orders of the court
1. Pursuant to s 465B of the Corporations Act 2001 (Cth), the following persons be substituted as the plaintiffs in these proceedings.
(a) Peter James Hooke and Claire Elizabeth Hooke, as first plaintiffs;
(b) Peter James Hooke and Brice James Hooke as trustees for the Hooke Superannuation Fund, as second plaintiffs; and
(c) John Corran Crawford, as third plaintiff.
2. The defendant company be wound up pursuant to s 461(1)(k) of the Corporations Act.
3. Martin Bruce Jones and Andrew Smith of Ferrier Hodgson, Level 28, 108 St George's Terrace, Perth, having consented to act, be appointed as the liquidators of the defendant.
4. The application by Graeme Robert Beattie for leave to be appointed as liquidator of Bux Global Limited be dismissed.
5. Order 1 of the orders made on 4 October 2018 appointing a provisional liquidator be vacated.
6. The plaintiffs' costs (including reserved costs), of the application to wind up the defendant and the application for the appointment of a provisional liquidator be assessed and reimbursed out of the property of the defendant in accordance with s 466(2) of the Corporations Act 2001.
7. There be liberty to the plaintiffs to apply within 14 days for further or special orders in relation to costs.
8. The plaintiffs' costs of the application for leave by Mr Beattie to be appointed as liquidator be paid by Mr Beattie to be assessed if not agreed.
Note: Entry of orders is dealt with in Rule 39.32 of the Federal Court Rules 2011.
Background
Background to the litigation
Full text does not contain this section.
Evidence
Evidence Before The Court
Full text does not contain this section.
Decision
Reasons for decision
Ratio Decidendi
Legal Principle Established
Full text does not contain this section.