Judson, in the matter of Maneroo Pty Ltd (in liq)

In the Federal Court, Maneroo Pty Ltd, in liquidation, sought an order terminating the winding up of the company pursuant to s 482 of the Corporations Act 2001 (Cth). The applicant, Maneroo, had been wound up to enable the tax-free distribution of pre-CGT reserves to the company's members, who were also the principals of the business. The winding up was to be terminated as part of a settlement with the Australian Taxation Office regarding a tax dispute. The Commissioner of Taxation did not object to the winding up being terminated.

The key issue for the court was whether it had the power to terminate the winding up of Maneroo under s 482 of the Corporations Act 2001 (Cth) upon the application of the liquidator, given that the deed of settlement between the Commissioner and Maneroo required the principals to make the application. The court had to determine if the settlement terms were valid and if the application by the principals complied with the statutory requirements for the termination of a winding up. Additionally, the court had to consider whether the liquidator's lack of objection to the termination of the winding up was a relevant factor in its decision.

The court held that it had the power to terminate the winding up of Maneroo under s 482 of the Corporations Act 2001 (Cth). The court found that the deed of settlement was valid and that the requirement for the principals to apply to terminate the winding up was enforceable. The court also determined that the liquidator's lack of objection did not affect its discretion to terminate the winding up. The court concluded that all conditions precedent to the winding up being terminated had been met, and therefore, the winding up of Maneroo was terminated.

Pursuant to s 482(1) of the Corporations Act 2001 (Cth), the winding up of Maneroo Pty Ltd (in liquidation) ACN 010 363 756 was terminated on the date of the order. The order was to be entered forthwith.