Naidenov as liquidator of Peach & Co Pty Ltd (in liquidation) Can 161 445 790 v Anderson

The case before the court involved a claim by the liquidator of Peach & Co Pty Ltd, acting through Naidenov, against Anderson. The liquidator sought the recovery of funds transferred by the company to the mother of the sole director, Anderson, contending that this constituted an unreasonable director-related transaction under section 588FA of the Corporations Act 2001 (Cth). Anderson defended the claim by arguing that the payment was a legitimate loan and not an unreasonable transaction. The court was required to determine whether the transaction was indeed unreasonable and to what extent, if any, Anderson could rely on the defence that the payment was a valid loan.

The central legal issues for the court to resolve were whether the transaction between the company and Anderson's mother was an unreasonable director-related transaction and, if so, whether the defence of a valid loan could be successfully raised. The court had to consider the evidence presented regarding the nature of the transaction and the relationship between the parties. Additionally, the court needed to distinguish between the grounds for claiming an unreasonable director-related transaction and a preference, and to assess whether the defences available in a preference claim could apply to the unreasonable director-related transaction claim.

In rendering its decision, the court found that the transaction did constitute an unreasonable director-related transaction, as it involved a payment to a relative of a director under circumstances that were not in the ordinary course of business. The court rejected Anderson's defence that the payment was a valid loan, noting that the evidence did not support this claim. The court further clarified that the criteria for determining an unreasonable director-related transaction are distinct from those for a preference, and that the defences applicable to a preference claim were not available in this context. Consequently, the court ordered that Anderson pay the liquidator the sum of $362,997.83, inclusive of interest, and also directed Anderson to cover the costs of the proceedings.

The final orders of the court mandated that Anderson pay the liquidator the specified amount and bear the costs of the litigation, reflecting the court's determination that the transaction was indeed unreasonable and that Anderson's defences were inadequate.