Pirina, in the matter of Fund Options (Australia) Pty Ltd (in liquidation)
[2020] FCA 1256
•2 September 2020
FEDERAL COURT OF AUSTRALIA
Pirina, in the matter of Fund Options (Australia) Pty Ltd (in liquidation) [2020] FCA 1256
File number: NSD 1383 of 2018 Judgment of: FARRELL J Date of judgment: 2 September 2020 Catchwords: BANKRUPTCY AND INSOLVENCY – creditors’ voluntary winding up – application for orders in the nature of judicial advice under s 90-15 of the Insolvency Practice Schedule (Corporations) being Sch 2 to the Corporations Act 2001 (Cth)– where orders of the same kind made in favour of previous liquidator – where new liquidators seek assurance of their entitlement to rely on directions – application granted
BANKRUPTCY AND INSOLVENCY – creditors’ voluntary winding up – application for orders in the nature of judicial advice under s 90-15 of the Insolvency Practice Schedule (Corporations) being Sch 2 to the Corporations Act 2001 (Cth)– where orders made in favour of previous liquidator – where new liquidators seek ratification of acts undertaken by them in reliance on directions in favour of previous liquidator – application refused
BANKRUPTCY AND INSOLVENCY – creditors’ voluntary winding up – application for orders under s 60-10(1) of the Insolvency Practice Schedule (Corporations) being Sch 2 to the Corporations Act 2001 (Cth)– where orders made in favour of previous liquidator in respect of anticipated remuneration – where new liquidators seek approval for undrawn remuneration – application granted
Legislation: Corporations Act 2001 (Cth) s 544
Corporations Act 2001 (Cth) Sch 2, Insolvency Practice Schedule (Corporations) ss 60-10, 60-12, 90-15, 90-20
Cases cited: GDK Projects Pty Ltd, in the matter of Umberto Pty Ltd (in liq) v Umberto Pty Ltd (in liq) [2018] FCA 541
In the matter of One.Tel Limited [2014] NSWSC 457
Natkunarajah (Liquidator), in the matter of FLY365 Pty Ltd (in liquidation) [2020] FCA 419
Harris Scarfe Ltd (in liq) [2006] SASC 277; (2006) 203 FLR 46
Re Jay-O-Bees; Rosseau v Jay-O-Bees [2004] NSWSC 818
Sanderson as liquidator of Sakr Nominees Pty Ltd (in liq) v Sakr [2017] NSWCA 38; (2017) 93 NSWLR 459
Walley, in the matter of Poles & Underground Pty Ltd (Administrators Appointed) [2017] FCA 486
Division: General Division Registry: New South Wales National Practice Area: Commercial and Corporations Sub-area: Corporations and Corporate Insolvency Number of paragraphs: 65 Date of hearing: 18, 20 August 2020 Solicitor for the plaintiff Mr J Scarcella of Johnson Winter & Slattery ORDERS
NSD 1383 of 2018 IN THE MATTER OF FUND OPTIONS (AUSTRALIA) PTY LTD (IN LIQUIDATION) ACN 603 782 903
VINCENT JOSEPH PIRINA AND STEVEN NAIDENOV IN THEIR CAPACITIES AS LIQUIDATORS OF FUND OPTIONS (AUSTRALIA) PTY LTD (IN LIQUIDATION)
Plaintiff
ORDER MADE BY:
FARRELL J
DATE OF ORDER:
2 SEPTEMBER 2020
THE COURT ORDERS THAT:
1.Pursuant to s 90-15(1) of Sch 2 to the Corporations Act 2001 (Cth) (the Insolvency Practice Schedule (Corporations)), the plaintiffs would be justified in taking the following steps for the purpose of identifying potential creditors of Fund Options (Australia) Pty Limited (in liquidation) (the Company) and inviting those potential creditors to submit proofs of debt in the liquidation of the Company:
(a)seeking to obtain from the Commonwealth Bank of Australia and St George Bank (the Banks) the contact details (to the extent that the plaintiffs do not already hold those contact details) of those who have made deposits in the bank accounts of the Company maintained by the Banks (the Depositors);
(b)then, writing in the English language to the Depositors in respect of which the plaintiffs have contact details (as a result of enquiries made by the plaintiffs or David Nicholas Iannuzzi or at their or his direction) informing those Depositors of the liquidation of the Company and providing documents to enable those Depositors to submit proofs of debt in the liquidation of the Company should they so wish; and
(c)then, calling for proofs of debt in the liquidation of the Company in accordance with the provisions of the Corporations Act 2001 (Cth) (the Act).
2.Pursuant to s 90-15(1) of the Insolvency Practice Schedule (Corporations), the plaintiffs would then be justified in taking the following steps:
(a)adjudicating on all proofs of debt received arising from compliance with orders made by this Court on 5 December 2018 and these orders; and
(b)refraining from distributing assets of the Company to all admitted creditors of the Company in accordance with the provisions of the Act, until:
(i)the plaintiffs have filed an affidavit specifying the quantum of admitted claims, the remaining funds in the liquidation of the Company and whether those funds relate to transactions before or after David Nicholas Iannuzzi was appointed as liquidator of the Company; and
(ii)further order of the Court.
3.The plaintiffs must not distribute assets of the Company to admitted creditors until further order of the Court.
4.The plaintiffs’ reasonable costs and expenses for work done for the purposes of the preservation and realisation of the assets of the Company in the period from 1 July 2018 to the finalisation of the winding up of the Company, consisting of:
(a)a fixed amount of $175,000 (less the amounts drawn by Mr Iannuzzi as the previous liquidator of the Company pursuant to Order 5(a) made on 5 December 2018) excluding GST and disbursements; and
(b)an additional amount for GST payable by the plaintiffs in respect of the remuneration drawn by them,
may be paid from the assets of the Company, and that remuneration drawn pursuant to this order may be drawn on a monthly basis or as required by the plaintiffs, provided that if future fees are less than the amount described above, only those fees that are earned will be drawn down.
5.The plaintiffs’ costs of and incidental to the hearing on 18 and 20 August 2020 be costs in the winding up of, and be paid out of the assets of, the Company.
6.The plaintiffs’ reasonable costs of and incidental to compliance with these orders, be costs in the winding up of, and be paid out of the assets of, the Company.
7.The plaintiffs have liberty to restore on 2 business days’ notice.
8.These orders be entered forthwith.
Note: Entry of orders is dealt with in Rule 39.32 of the Federal Court Rules 2011.
REASONS FOR JUDGMENT
FARRELL J
On 5 December 2018, the Court made orders concerning the conduct of the liquidation of Fund Options (Australia) Pty Ltd (in liquidation) (or Company) and determining remuneration pursuant to an application filed by David Nicholas Iannuzzi in his capacity as liquidator of the Company.
The application was lodged with the Court on 3 August 2018 and amended on 6 November 2018. The application was supported by affidavits sworn by Mr Iannuzzi, on 3 August 2018 and 28 September 2018. There were two exhibits to the affidavit sworn on 3 August 2018, a confidential exhibit and an open exhibit. A suppression order was made under s 37AF of the Federal Court of Australia Act 1976 (Cth) in relation to the confidential exhibit on the basis that it was necessary to prevent prejudice to the proper administration of justice. The confidential exhibit contained details of the correspondence between Mr Iannuzzi and the Australian Federal Police (AFP), the Australian Securities and Investments Commission (ASIC) and the Australian Financial Security Authority (AFSA) concerning their investigations into matters described further below.
Mr Iannuzzi was appointed as liquidator of the Company and Managed Options Pty Ltd (together Companies) on 15 May 2015. ASIC’s records indicate that Mr Iannuzzi was appointed by way of a creditors’ voluntary winding up and the administration appears to have been conducted on that basis.
Mr Iannuzzi ceased to be liquidator of Managed Options on 12 April 2019 and it was deregistered on 7 July 2019.
On 4 June 2019, by a resolution of creditors, Vincent Joseph Pirina and Steven Naidenov were appointed as liquidators of the Company following Mr Iannuzzi’s resignation. Mr Pirina and Mr Naidenov were previously principals of Veritas Advisory, the firm in which Mr Iannuzzi had been a principal at the time he was appointed as liquidator of the Company. On 1 April 2020, Mr Pirina, Mr Naidenov and Ian Niccol (a former director of Deloitte Australia) formed Aston Chace Group. The staff that dealt with the liquidation of Fund Options at Veritas Advisory are currently employed by Aston Chace Group.
The liquidators have now sought orders in similar form to those made in favour of Mr Iannuzzi as liquidator on 5 December 2018 so that it is clear that they have the benefit of directions made under s 90-15(1) of Sch 2 to the Corporations Act 2001 (Cth) (the Insolvency Practice Schedule (Corporations)) and orders with respect to remuneration. Mr Pirina swore an affidavit on 11 August 2020 and exhibit VJP-1 was tendered in support of the proposed orders and designed to update the Court on compliance with the orders made on 5 December 2018.
MR IANNUZZI’S EVIDENCE
Evidence given by Mr Iannuzzi in support of his application deposed to the following course of events.
Managed Options was incorporated on 4 September 2014. Its directors were Kristijan Krstic (until 9 September 2014) and Slavica Krstic and at all material times its sole shareholder was Mr Krstic. Fund Options was incorporated on 20 January 2015. At all material times its director, secretary and sole shareholder was Reymundo Angara.
On or around 11 May 2015, Mr Iannuzzi was contacted by Graziano De Bortoli of GDC Chartered Accountants who provided accounting services to the Companies. Mr Graziano indicated that the directors wished to wind-up the Companies on a voluntary basis. The accountants advised him that the Companies were used as private investment vehicles by their owners and they were no longer required as Mr Angara was returning to his home overseas.
At the time of his appointment, Mr Iannuzzi considered that the liquidations of the Companies were likely to be simple and quick, with liquidator’s fees of approximately $15,000 to $20,000 (plus GST) for each.
Shortly after his appointment, Mr Iannuzzi reviewed the Summary of Affairs of a Company and Report as to Affairs (RATA) completed by the directors in respect of each of the Companies and dated 15 May 2015. He noted that the Companies did not appear to have assets or bank accounts. Neither Mr Iannuzzi nor his staff met with the directors of the Companies. Neither director responded to a request made in writing by Mr Iannuzzi on or around 18 May 2015 to provide the books of account and records of the Companies. They did not complete detailed questionnaires regarding the Companies’ businesses which Mr Iannuzzi asked them to complete.
On 1 June 2015, Mr Iannuzzi convened meetings of creditors for each of the Companies. Two creditors attended the Fund Options meeting, being GDC Tax Pty Ltd (which claimed $5,500 for accounting services) and Mr Angara, who attended by proxy and claimed to be owed $80,000. Two creditors attended the Managed Options meeting, being GDC (which claimed to be owed $5,500 for accounting services) and Ms Krstic, who attended by proxy and claimed to be owed $55,000. No alternative liquidator was nominated. At that meeting, Mr Iannuzzi advised that the affairs of the Companies may be referred to ASIC and the Australian Prudential Regulatory Authority (APRA) for investigation. On that day, Mr Iannuzzi had a conversation with Mr De Bortoli of GDC who advised him that GDC assisted with the incorporation of the Companies but did not remain in contact with them after incorporation. He advised Mr Iannuzzi that Mr Angara had contacted GDC and indicated that the entities were no longer needed as he was returning to the Philippines.
Mr Iannuzzi contacted major Australian financial institutions to ascertain whether either of the Companies had a bank account and requested that any relevant accounts be frozen for debits, but that deposits be permitted. Around 22 May 2015, the Commonwealth Bank of Australia (CBA) advised that it had located a bank account in the name of Fund Options, with a balance of $836,289.58 (CBA Account). The closing balance of the CBA Account on 14 May 2015 (that is, immediately before Mr Iannuzzi’s appointment as liquidator of the Companies), was $708,474.04. A further $150,893.93 was received in that account between 15 May 2015 and 10 July 2015.
Around 2 June 2015, St George Bank advised that it had located two bank accounts in the name of Fund Options, each with a current balance of $0. One of these accounts received $518,478.62 in over 200 transactions between 23 June 2015 and 28 August 2015 (St George Account). The other of these accounts had no further transactions.
Following preliminary investigations into the affairs of the Companies, it appeared to Mr Iannuzzi that the Companies had been involved in an online binary options trading business. Neither of the Companies held an Australian Financial Services Licence (AFSL) even though, according to publications issued by ASIC, binary options are “financial products” for the purposes of the Corporations Act and dealing in binary options required the holding of such a licence or authorisation by someone who held an AFSL.
ASIC’s “Smart Money” website as at September 2017 described binary options as follows:
Binary options are also called ‘all-or-nothing options’, ‘fixed return options’ or ‘digital options’. The payoff is either a fixed amount or nothing at all.
With a binary option, you are trying to predict whether the price of an asset, a commodity or index, will be trading above or below a specified price at a specified time in the future. For example, will the share price of a company be trading above its current price in one hour?
You can buy binary options on major market indices, foreign exchange rates, commodities and share prices. You can choose the expiry date, however, contract times are usually very short, from a few minutes or hours to a few months in the future.
Trading binary options may appear to be simple but picking the short-term movements of a share price, currency, index or commodity is extremely difficult, even for professionals.
Binary options are a high risk speculative investment which, unless you are following a market carefully, are really just a bet or gamble on an asset price movement.
Binary option payouts
Unlike other types of options, a binary option does not give the option holder the right to purchase or sell the underlying asset.
When a binary option reaches its expiry, the holder receives a fixed cash payout if they have picked the price movement correctly. This is usually a percentage of the cost of the binary option contract.
If you don’t choose the price movement correctly, you lose your entire investment (what you paid for the option).
The Companies’ businesses were operated in conjunction with a website published by a Hong-Kong based third-party known as Banc De Options ( and another website operated by a New-Zealand based third-party known as Options Rider ( To the best of Mr Iannuzzi’s knowledge, these websites served as marketplaces or platforms for those who wished to trade “binary options” over stocks or currencies. They also invited investors to participate in a “managed fund” where the investors could deposit money into a pooled fund that would be used for binary options trading by professional trading staff. People therefore “invested” in the Companies by way of depositing money in the Companies’ accounts at the direction of Banc De Options or Options Rider. The Companies were referred to as the “processing banks” on the Banc De Options and Options Rider websites. However, Mr Iannuzzi was not able to obtain a copy of any written agreement between the Companies and Banc De Options or Options Rider or between the Companies and any investor that the Companies were introduced to through Banc De Options or Options Rider.
Around 30 June 2015, Mr Iannuzzi wrote to Banc De Options, advised of his appointment, and requested that:
(a)All solicitation on behalf of the Companies be ceased;
(b)Mr Iannuzzi be provided with copies of all documentation relevant to the Companies, including lists of investors, transaction details, copies of all contracts between the Companies and Banc De Options or investors; and
(c)Any funds held in respect of the Companies be transferred to bank accounts established by Mr Iannuzzi to hold funds on behalf of Fund Options and Managed Options.
No response was forthcoming from Banc De Options but Mr Iannuzzi noted that, in retrospect, no more funds were deposited in Fund Options’ bank accounts from shortly after the letter was sent. Mr Iannuzzi did not send a similar letter to Options Rider, as his staff could not locate any mailing address or similar contact details.
Once it became clear that he was unable to engage with Banc De Options or Options Rider, around 3 August 2015, Mr Iannuzzi’s staff made enquiries with a website engineer as to whether a “pop-up” message could be created to advise visitors to the websites and that the Companies were in liquidation and that no further business ought to be transacted with, and no further funds transferred to, the Companies. Mr Iannuzzi was advised that it was not possible to do so unless he had access to or control of the relevant domain names, which he did not.
During his discussions with people who invested money through Banc De Options and Options Rider, Mr Iannuzzi was informed that Wolf Goldstein and Bob Roberts were behind Banc De Options and Options Rider. Around 26 August 2015, Mr Iannuzzi wrote separately to each of them, seeking details of their involvement in the affairs of the Companies, and requesting that they deliver to him any books and records of the Companies that were in their possession. No response was received.
On 3 September 2015, the Supreme Court of New South Wales made orders against Mr Angara and Ms Krstic pursuant to the Proceeds of Crime Act 2002 (Cth). Mr Iannuzzi was provided with these orders on 18 January 2016 by an employee of AFSA.
Around 18 January 2016, Mr Iannuzzi wrote to the AFP to advise them of his appointment as liquidator of Fund Options, and to offer assistance in their investigation. On or around 3 February 2016, Mr Iannuzzi was advised by the AFP that the Companies’ directors had left Australia and that they and/or the Companies were under investigation by the AFP for possible criminal offences in connection with the business of the Companies.
Around 1 October 2015, the New Zealand Financial Markets Association (NZFMA) published a warning against dealing with Options Rider. Around 28 November 2016, the AFP published a similar warning regarding “the Options Rider ponzi scheme”. Around 5 May 2017, the NZFMA published a warning against dealing with Banc De Options.
In late 2017, Mr Iannuzzi was provided with a copy of a series of “email newsletters” purportedly sent by Bob Roberts of Options Rider to its “investors”. Those emails instructed potential investors to deposit money into the CBA Account (among other bank accounts that were not owned or controlled by the Companies). Those documents were provided to Mr Iannuzzi by a resident of Ontario, Canada (Canadian investor). The email newsletters provide some understanding of the operations of Options Rider and the connection between Options Rider and Fund Options. Mr Iannuzzi noted some of the content of the newsletters as follows:
(a)On 13 April 2015, instructions were provided to the Canadian investor to transfer funds into the CBA Account;
(b)On 13 May 2015, Options Rider told its “clientele” that it would “close deposits from 16 May to 25 May” because it had been “inundated with new sign-ups and deposits … which has caused us to get behind in both creating new accounts and getting referral payments into the accounts in a timely manner.” Mr Iannuzzi was appointed liquidator of the Companies on 15 May 2015.
(c)On 20 May 2015, Options Rider said that it was “11 days behind” on paying what Mr Iannuzzi assumed were referral commissions;
(d)On 27 May 2015, Options Rider said that certain accounts were “topped out” and that anyone who had deposited money into those accounts should “do an inward recall of funds sent and instead direct those funds to [a different account in the name of KSAR Pty Ltd]”;
(e)On 8 June 2015, Options Rider made a request that clients “be patient with us” in relation to withdrawal requests due to being overwhelmed with withdrawal requests;
(f)On 25 June 2015, Options Rider made a request that clients make no withdrawals from “your account for the first four months”;
(g)On 29 July 2015, Options Rider said that “some of you have heard that [Fund Options] is being liquidated. Fund Options was a processing bank that Options Rider used. We finished doing business with them through the first part of April and had moved all of our funds from them into other accounts at the time. At no time were any funds at risk and we never had any loss of funds while with them ... we are surprised they are being liquidated as well ... we always make sure we have many banks to trade through and to process funds through.”
(h)On 6 October 2015, Options Rider said that “our operations are going as strong as ever with over $100,000,000 in deposits over our first 6 months of operations and over $20,000,000 paid out in both commissions and trade profit withdrawals.”
(i)On 10 November 2015, Options Rider said that withdrawals could not be processed because “when personal accounts are receiving tens of thousands of dollars profit gains, the transactions are being flagged as fraud and money laundering” and requesting investors to set up bank accounts in corporate names in order to receive withdrawn funds.
(j)On 9 February 2016, Options Rider announced that Bob Roberts had died and clients should hold off on withdrawal requests for eight months.
Mr Iannuzzi and his staff spent considerable time attempting to track the origin of deposits received in the CBA Account for the purpose of identifying people who might be potential creditors of the Companies. Some tracing also occurred in relation to the St George Account but the majority of time was spent on the CBA Account on the basis that it was better to expend time and money focussing on one bank in case the results were futile. If they were successful, it might be expected that a similar exercise with respect to the deposits to the St George Bank Accounts would yield similar results. Efforts were concentrated on the period prior to his appointment, as there was a higher prospect that funds received after Mr Iannuzzi’s appointment would be impressed with a trust.
Mr Iannuzzi instructed the CBA to conduct traces of approximately 2,200 separate deposits into the CBA Account. In the period before Mr Iannuzzi’s appointment, deposits were made into the CBA Account for an aggregate amount of $3,783,305. Those traces took approximately six months to complete and CBA levied a cost of $9,680.
Approximately 97% of the deposits to the CBA Account came from accounts outside Australia. There appear to have been 2,477 deposits made to the CBA Account before Mr Iannuzzi was appointed. There were 77 transactions sourced in Australia and the rest were from 47 countries outside Australia and some accounts of unknown origin. The known other countries were Austria, Belgium, Bulgaria, Canada, Chile, Croatia, Curacao, Dominican Republic, Estonia, Finland, France, French Polynesia, Germany, Hong Kong, Hungary, India, Italy, Israel, Jamaica, Japan, Malaysia, Malta, Netherlands, New Zealand, Nigeria, Norway, Philippines, Portugal, Republic of Ireland, Romania, Russia, Saudi Arabia, Singapore, Slovakia, Slovenia, Spain, St Maarten, St Vincent and the Grenadines, Suriname, Sweden, Switzerland, Taiwan, United Arab Emirates, United Kingdom, Uruguay, US Virgin Islands and United States of America. Bank account numbers could not be established due to the routing systems for international transactions. Accordingly, it was not possible to make refunds in respect of the foreign transactions.
With respect to deposits to the CBA Account made from banks in Australia, CBA was only able to obtain BSB and account numbers and the names of account holders. It was therefore theoretically possible to make refunds to Australian depositors provided those accounts remained open or the account holder was otherwise able to be located. As the Australian banks were unable to provide addresses of Australian payers, in mid-March 2018, Mr Iannuzzi provided CBA with a copy of a notice to be sent to these depositors on his behalf. CBA sent confirmation that it had sent a copy of the notice on 2 May 2018 via email. As at August 2018, Mr Iannuzzi had received one response from a person who appeared to have dealings with Options Rider but not with Fund Options.
Mr Iannuzzi said that he considered whether to write to each of the overseas addresses obtained as a result of the tracing exercise and invite proofs of debt. However, if he were to communicate in the official language of the country from which deposits originated translation costs of a minimum of $14,500 would be incurred. Due to the likely significant translation and administration costs of seeking to contact over 2,000 people located overseas, he instead decided to write to a small sample of overseas payers located in New Zealand, England and Canada (136 people in total). His purpose was not only to elicit their claims against the Companies but also to elicit further information about the nature and purpose of their deposits. Of these 136 people, Mr Iannuzzi received 19 return to sender notifications and 45 substantive responses by August 2018.
It appears from the responses which Mr Iannuzzi received in late 2017, that:
(a)Investors were invited by Options Rider to pay an account opening fee of approximately USD250 and then to submit a further amount (minimum USD500) to open a binary options trading account, to be traded or managed on that investor’s behalf by Options Rider;
(b)Options Rider directed investors to deposit those funds into various bank accounts owned by various companies (including Fund Options’ CBA Account);
(c)The business of Options Rider was perpetuated by referrals. When a new investor signed up, his/her referrer, and also his/her referrer’s referrer were supposedly entitled to commissions;
(d)Investors could access or were advised of their Options Rider account balance (for instance, the Canadian investor deposited USD500 on a day in April 2015, and he has provided a document which he claims to be an account balance as at a day in October 2015 of $10,298);
(e)No investor successfully withdrew or redeemed funds;
(f)Some time in October or November 2015, Options Rider shut down operations or ceased to exist, without explanation to investors; and
(g)An investor was not aware of Fund Options or the relationship between Fund Options and Options Rider or Bank De Options.
Mr Iannuzzi deposed that:
(a)His investigations indicate that investor funds were moved between bank accounts operated by the Companies and companies related to them (of which he was not a liquidator) called KSAR Pty Ltd (KSAR) and Sky Options Australia Pty Limited (Sky Options), and investors were directed to deposit funds into those various bank accounts from time-to-time.
(b)He and his staff liaised with approximately 123 purported investors by email or telephone. He was approached by many people who were clients of Banc De Options and Options Rider, but who did not transfer money to Fund Options or Managed Options. His staff spent approximately 72 hours receiving queries and determining whether or not the people who contacted them had deposited money with the Companies. Many were disgruntled and were seeking redress against Banc De Options or Options Rider, but in fact they had no relationship with either of the Companies.
Work undertaken by Mr Iannuzzi and his staff was set out in the exhibit to his 3 August 2018 affidavit. It included:
(a)Unsuccessful attempts to contact Mr Angara, Bank De Options and Options Rider;
(b)Contact with Ms Krstic by telephone;
(c)Preparing and lodging the first report to creditors dated 22 May 2015 and convening and holding the first meeting of creditors held on 1 June 2015 in relation to both Companies;
(d)Advertising the fact of his appointment in The Sydney Morning Herald on 28 May 2015 and in The Australian on 19 June 2015 and placing notices on Veritas Advisory’s website;
(e)Sending letters to 72 known investors for which contact details were held on five occasions between 11 June and 15 December 2015;
(f)Reporting to and liaising with ASIC and the AFP in relation to their investigations into the Companies and reporting to and liaising with APRA;
(g)Securing and investing the assets of the Companies;
(h)Undertaking the tracing exercises through CBA and St George referred to in Mr Iannuzzi’s affidavit, investigating small deductions from the CBA Account after the date of Mr Iannuzzi’s appointment, addressing requests received by CBA and St George for refund of deposits made by some “investors” (which had not been responded to pending orders of the Court);
(i)Undertaking investigations into whether various withdrawals from Fund Options’ bank accounts totalling approximately $4 million constitute uncommercial or unreasonable director related transactions and considering whether the directors of the Companies or their associates had committed offences;
(j)Preparing and lodging an application to the Assetless Administration Fund on behalf of each of the Companies which was ultimately declined by ASIC;
(k)Preparing and lodging an annual report to creditors of Fund Options on 8 August 2016 and 14 August 2017 and for Managed Options on 12 August 2016 and 14 August 2017;
(l)Convening and holding an annual general meeting of Fund Options;
(m)Communications with creditors worldwide as detailed in the affidavit;
(n)Investigating the Companies’ involvement in a possible “phoenix” and/or “ponzi” scheme as noted at [32(a)] above; and
(o)Liaising with purported investors by email and telephone as discussed in the affidavit.
When he filed his application in August 2018, Mr Iannuzzi had not yet adjudicated upon any proofs of debt that he had received nor had he distributed any dividend to creditors.
Based on his experience, Mr Iannuzzi expected to receive more proofs of debt from potential creditors than he did before 30 October 2017. Because of the paucity of books and records and his inability to contact the Companies’ directors or Banc De Options and Options Rider, he was unable to verify whether any person who deposited funds with the Companies was, in fact, owed money and unable to verify the character of the money held by or on behalf of Fund Options.
Although there were several possibilities as to the characterisation of the funds held by Fund Options, in his affidavit sworn on 28 September 2018, Mr Iannuzzi submitted that the correct inference is that the Companies were not operating a legal scheme and funds held in Fund Options’ accounts were procured by misleading and deceptive conduct, or otherwise deposited under a mistaken assumption that the Companies would undertake binary trading on behalf of creditors but it did not, and the funds held should be returned to investors after payment of remuneration, costs and expenses. Mr Iannuzzi formed this view because of:
(a)The absence of evidence that the Companies were in fact accepting deposits for binary trading. He had been unable to obtain books and records of the Companies or written agreements between the Companies and Banc De Options and Options Rider or the Companies and depositors;
(b)The failure of the directors to provide information concerning the Companies to Mr Iannuzzi. The RATA provided was grossly inadequate;
(c)Each of the directors of the Companies having absconded from Australia;
(d)The AFP investigations into the Companies and the AFP obtaining an order under the Proceeds of Crime Act against Fund Options;
(e)Neither of the Companies holding an AFSL;
(f)The absence of funds being transferred to a trading platform from the CBA Account - the only evidence of withdrawals are large rounded transactions being:
(i)$710,000 on 7 April 2015;
(ii)$1,300,000 on 22 April 2015;
(iii)$400,000 on 24 April 2015; and
(iv)$210,000 on 28 April 2015;
(g)The lack of evidence suggesting that any of the funds deposited were returned to the depositors – if the Companies were running a binary options trading business it would be the case that some depositors would have made a profit and opted to withdraw their investment;
(h)The failure of Mr Goldstein, Mr Roberts and Banc De Options to respond to enquiries made by Mr Iannuzzi;
(i)The warnings published by NZFMA and the AFP in relation to Banc de Options and Options Rider; and
(j)Websites operated by Options Rider and Banc De Options being deactivated some time following Mr Iannuzzi’s appointment.
Having formed that view, Mr Iannuzzi considered any surplus should not be returned to shareholders but rather he proposed to pay to ASIC, in accordance with s 544 of the Corporations Act, any funds remaining in his hands after discharging proofs of debt and paying remuneration. On the basis of the material then before Mr Iannuzzi, it appeared that it was likely that there would be a surplus.
ASIC had been advised of the application. By a letter dated 4 September 2018, ASIC raised some issues of clarification to be drawn to the Court’s attention but advised that it did not intend to intervene or appear at the hearing of the application. The AFP had also been advised and did not consent to or oppose the directions sought.
DIRECTIONS SOUGHT BY MR IANNUZZI
Section 90-15 of the Insolvency Practice Schedule(Corporations) relevantly provides as follows:
90-15 Court may make orders in relation to external administration
Court may make orders
(1)The Court may make such orders as it thinks fit in relation to the external administration of a company.
Orders on own initiative or on application
(2) The Court may exercise the power under subsection (1):
(a) on its own initiative, during proceedings before the Court; or
(b) on application under section 90-20.
Examples of orders that may be made
(3)Without limiting subsection (1), those orders may include any one or more of the following:
(a)an order determining any question arising in the external administration of the company;
…
(d) an order in relation to the costs of an action (including court action) taken by the external administrator of the company or another person in relation to the external administration of the company;
…
Matters that may be taken into account
(4)Without limiting the matters which the Court may take into account when making orders, the Court may take into account:
(a)whether the liquidator has faithfully performed, or is faithfully performing, the liquidator’s duties; and
(b)whether an action or failure to act by the liquidator is in compliance with this Act and the Insolvency Practice Rules; and
(c)whether an action or failure to act by the liquidator is in compliance with an order of the Court; and
(d)whether the company or any other person has suffered, or is likely to suffer, loss or damage because of an action or failure to act by the liquidator; and
(e)the seriousness of the consequences of any action or failure to act by the liquidator, including the effect of that action or failure to act on public confidence in registered liquidators as a group.
…
Section does not limit Court’s powers
(7)This section does not limit the Court’s powers under any other provision of this Act, or under any other law.
By virtue of s 90-20(1)(a) of the Insolvency Practice Schedule (Corporations), having regard to ss 5-20(c) and 5-30(iii) (the effect of which is that a liquidator is a person with a “financial interest” in an external administration), Mr Iannuzzi was authorised to apply for directions under s 90-15(1) of the Insolvency Practice Schedule (Corporations).
The principles applied in determining applications for directions under the now repealed ss 497(3) and 511 of the Corporations Act are a useful guide on applications of the kind made by Mr Iannuzzi and now sought by the liquidators, albeit that s 90-15(1) is more broadly expressed than the former s 511 of the Corporations Act. The Court will generally make orders where it is just to do so and there is sufficient utility to the external administration: see GDK Projects Pty Ltd, in the matter of Umberto Pty Ltd (in liq) v Umberto Pty Ltd (in liq) [2018] FCA 541 at [33] (Farrell J) (GDK Projects Pty Ltd); Walley, in the matter of Poles & Underground Pty Ltd (Administrators Appointed) [2017] FCA 486 at [32]-[41] (Gleeson J).
The following principles enunciated by Brereton J in In the matter of One.Tel Limited [2014] NSWSC 457 at [32]-[35] and [55] have been widely applied in guiding the determination of applications for directions in the nature of judicial advice:
32.… The jurisdiction is analogous to the judicial advice jurisdiction under (NSW) Trustee Act, s 63. The effect of a direction under s 511 is to sanction a course of conduct on the part of the liquidator so that he or she may adopt that course free from the risk of personal liability for breach of duty [Purchas, [36]; Re Timbercorp Limited (in liq) [2011] VSC 189, [3]; Re S&D, [88]].
33While the ability of a liquidator to approach the Court for directions is intended to facilitate the liquidator's functions and should be interpreted widely to give effect to that intention [Re One-Tel Networks Holdings Pty Ltd [2001] NSWSC 1065; (2001) 40 ACSR 83], it is insufficient to justify giving such directions that the liquidator wants reassurance about a commercial decision; some such issue as a question of law or procedure, of power, propriety or reasonableness, is required to justify approaching the court for directions, as was explained by Goldberg J (in the context of a voluntary administrator's application for directions under s 447D) in Re Ansett Australia Limited and Korda [2002] FCA 90; (2002) 115 FCR 409; 40 ACSR 433, [65]:
The prevailing principle adopted by the courts, when asked by liquidators and administrators to give directions, is to refrain from doing so where the direction sought relates to the making and implementation of a business or commercial decision, either committed specifically to the liquidator or administrator or well within his or her discretion, in circumstances where there is no particular legal issue raised for consideration or attack on the propriety or reasonableness of the decision in respect of which the directions are sought. There must be something more than the making of a business or commercial decision before a court will give directions in relation to, or approving of, the decision. It may be a legal issue of substance or procedure, it may be an issue of power, propriety or reasonableness, but some issue of this nature is required to be raised. It is insufficient to attract an order giving directions that the liquidator or administrator has a feeling of apprehension or unease about the business decision made and wants reassurance.
34.In Sanderson v Classic Car Insurances Pty Limited (1985) 10 ACLR 115, Young J said (at 117) that the cases in which directions might properly be given fell into four categories, namely guidance on matters of law, guidance on questions of legal procedure, whether a liquidator should postpone a sale in order to achieve a better price, and where there are two competing offers for assets and a liquidator wishes to gain court directions in order to avoid a subsequent allegation that he or she has acted improperly in choosing one over the other. However, these categories are not exhaustive, and as Giles J said in Re Spedley Securities (at 85), immediately after noting that a Court will not make a liquidator's commercial decision for him, “It is nonetheless common for a liquidator to seek directions as to whether he is justified in entering into a particular compromise”.
35.Thus, while the Court will not generally give a direction where the matter relates to the making or implementation of a business or commercial decision, or where no legal issue is raised and there is no attack on the propriety or reasonableness of the liquidator's decision, it may do so in the context of a proposed compromise [Re Spedley Securities, 85], and/or where the decision is likely to be contentious [Re Ansett, [65]; 7 Steel Distribution, [20]; Re S&D, [58]-[59]]. But the fact that a direction under s 511 - unlike an approval under s 477(2A) or (2B) - exonerates the liquidator from personal liability, means that a closer examination of the liquidator’s decision is required than under s 477. In short, the court should not make a direction the effect of which is to exonerate the liquidator from personal liability in respect of a commercial judgment that the liquidator is concerned may prove contentious, unless satisfied that the liquidator's decision is, in all the circumstances, a proper one.
…
55.As with judicial advice to trustees, the court is usually conservative in the advice it gives to liquidators under s 479(3) and s 511, and such advice is conventionally expressed in terms that “the liquidator would be justified” in adopting a particular course of action. The jurisdiction to give such directions is concerned with affording protection to the liquidator in connection with proposed future action, not with ratifying action that the liquidator has already taken. This view of the jurisdiction is supported by the following observations of McLelland J, as he then was, in Re GB Nathan & Co Pty Ltd (1991) 5 ACSR 673, (at 678):
... the only proper subject of a liquidator’s application for directions is the manner in which the liquidator should act in carrying out his functions as such, and that the only binding effect of, or arising from, a direction given in pursuance of such an application (other than rendering the liquidator liable to appropriate sanctions if a direction in mandatory or propitiatory form is disobeyed) is that the liquidator, if he has made full and fair disclosure to the court of the material facts, will be protected from liability for any alleged breach of duty as liquidator to a creditor or contributory or to the company in respect of anything done by him in accordance with the directions.
In his submissions Mr Iannuzzi noted that in Re Jay-O-Bees; Rosseau v Jay-O-Bees [2004] NSWSC 818 at [86], Campbell J made the following statement in relation to the duty of liquidators to seek out creditors (emphasis in the original):
A liquidator also has a statutory obligation to apply the assets of the company in discharge of the company’s liabilities before any distribution amongst the shareholders. That duty provides a separate basis for concluding that he is required to take all steps reasonably open to him on the information in his possession to ascertain whether someone who that information suggests might possibly be a creditor makes a claim to be such: In re Armstrong Whitworth Securities Company, Limited [1947] 1 Ch 673 at 691-2. The duty of a liquidator is “ … not merely to advertise for creditors, but to write to the creditors of whose existence he knows, and who do not send in claims, and ask them if they have any claim”: Pulsford v Devenish [1903] 2 Ch 625 at 631 per Farwell J; Harry Goudias Pty Ltd v Port Adelaide Freezers Pty Ltd (1992) 7 ACSR 303 at 306–7 (Mullighan J).
In his submissions, Mr Iannuzzi also noted that general principles require fiduciaries to seek out those entitled to the fund being managed or administered by the fiduciary. He said that the real issue in relation to the nature of the direction which should be made is how far the duty extends or what limits there may be on the obligation on the liquidator. He submitted that it cannot be the case that the liquidator is required to expend extraordinary funds (even if they are available) to undertake the task.
Mr Iannuzzi sought directions under s 90-15(1) on one of two bases:
(a)Mr Iannuzzi would undertake no further tracing exercise. He would adjudicate proofs of debt and distribute Fund Options’ assets to unsecured creditors in accordance with the Corporations Act; or
(b)Mr Iannuzzi would instruct and pay CBA, St George Bank or other Australian financial institutions to conduct searches to identify the origin of the deposits. If that step identified depositors, he would write to a sample of those depositors (being all identified depositors located in predominately English speaking countries of New Zealand, Canada, the United Kingdom and the United States of America), to give notice of the liquidation of the Companies and provide documents to those people to submit proofs of debt. If no response was received within 30 days, promptly write again to those depositors in an attempt to contact them by other means such as telephone and electronic mail. If no response was received 30 days thereafter, cease attempts to contact the non-responsive depositors. If, in Mr Iannuzzi’s reasonable opinion after taking legal advice, sufficient depositors are found to warrant it having regard to that process, repeat those steps in relation to non-English speaking countries and he be permitted to engage language translators or other intermediaries located in the foreign country and he then be permitted to adjudicate on proofs of debt obtained in that process. Mr Iannuzzi then be permitted to distribute assets to all identified unsecured creditors in accordance with the Corporations Act. Mr Iannuzzi may apply to the Court for further directions in relation to the distribution of the Companies’ assets if, in his reasonable opinion, it is warranted. Mr Iannuzzi submitted that this approach may consume funds and, without a direction, he could be exposed to criticism for taking this approach.
Thereafter, any surplus be paid to ASIC in accordance with s 544 of the Corporations Act, provided that 30 days’ written notice had first been given to the AFP.
Mr Iannuzzi favoured the first basis because of the lack of information which it had been possible to obtain in relation to the Companies and the limited number of proofs of debt received. He submitted that it would limit incurring costs on a process which might prove unproductive and therefore to the detriment of the identified depositors. In Mr Iannuzzi’s view it was not necessary to seek a declaration as to whether either pre-liquidation or post-liquidation funds were held on trust as it was likely that all admitted investors would be paid in full. He noted that creditors had been on notice of the application since at least 8 August 2016, when he sent a notice of meeting to them.
The Court was not satisfied that no further tracing exercise should be undertaken. Enquiries had only been undertaken with 136 of 2,200 depositors, none of whom were post-liquidation depositors. There were other depositors from a number of countries where English was commonly spoken which had not been included in the sample taken by Mr Iannuzzi, for instance depositors from the Republic of Ireland, Singapore and Hong Kong. Further, deposits had been made through websites conducted in English by Options Rider and Banc De Options. There was therefore no reason to think that it was necessary for Mr Iannuzzi to arrange for the investment of time and costs involved in securing translations into the language of the countries of origin of the deposits. There were names and addresses for many of the international depositors. Further, as the exercise undertaken by Mr Iannuzzi had only identified one depositor to the CBA Account from an Australian remitting bank and the process had not included depositors from the St George Bank or deposits made after Mr Iannuzzi had been appointed, it was appropriate that he seek to obtain contact details for those who had made deposits into Fund Options’ bank accounts. It should only be after that that proofs of debt be called for and adjudicated upon and assets distributed to all admitted creditors and, having regard to the nature of the scheme identified, any surplus should paid to ASIC, not shareholders.
The Court considered it appropriate to make the order that if Mr Iannuzzi reasonably thought it warranted to seek further directions in relation to the distribution of the assets of Fund Options he should do so. One circumstance in which it would be appropriate would be if, before distributions were made, it became apparent that if all admitted proofs of debt were satisfied in full there would be no surplus to be paid to ASIC. It would then be necessary to seek advice from the Court concerning whether there was a difference in the appropriate characterisation of deposits made before and after Mr Iannuzzi was appointed.
REMUNERATION
Mr Iannuzzi also sought and the Court was satisfied that it should make orders with respect to Mr Iannuzzi’s remuneration on the basis of the evidence before it (including the matters addressed in Part L of his affidavit sworn on 3 August 2018), having regard to the factors referred to in s 60-12 of the Insolvency Practice Schedule (Corporations). The Court also noted that in Sanderson as liquidator of Sakr Nominees Pty Ltd (in liq) v Sakr [2017] NSWCA 38; (2017) 93 NSWLR 459, the New South Wales Court of Appeal considered the question of how reasonableness was to be assessed and rejected the idea that there was one generally appropriate basis.
Mr Iannuzzi noted that time spent had been broken down into two categories, time in relation to deposits made before he was appointed as liquidator (in aggregate amounting to $290,171 of time costs excluding GST to 1 July 2018 and he sought approval for a further $100,000 plus GST for remuneration anticipated to be incurred to the end of the administration) and time spent in relation to deposits made after he was appointed on the basis that the latter may be impressed with a trust (in aggregate amounting to $86,583 of time costs excluding GST to 1 July 2018 with a further $75,000 plus GST anticipated to be incurred to the end of the administration). Whether or not moneys deposited are held on trust, remuneration relevant to that category would be charged against that category. Mr Iannuzzi was entitled to claim remuneration relating to establishing rights and entitlements to trust money against that fund.
Mr Iannuzzi noted that he had obtained approvals from creditors for remuneration of $20,000 and to approach the Court for approval of a further $150,000 (as at August 2016). He did not consider it appropriate that he rely on a creditor approval where less than 1% of creditors attended and voted at the meeting. He did not claim an amount of $26,754 in remuneration in relation to Fund Options and he made no claim for remuneration of $41,295 in relation to Managed Options. Anticipated remuneration would only be paid if the time was spent and costs incurred.
While it is arguable that the period over which the work was done by Mr Iannuzzi and his staff was more extended than necessary, the Court accepted that the claimed remuneration of $320,000 and recompense for GST was appropriate. It appeared that tasks were allocated at appropriate levels of seniority in relation to the hours recorded. The administration has been hampered by the apparently illegal nature of the scheme undertaken by individuals associated with Fund Options, the absence of books and records or access to the individuals who controlled Fund Options to explain the business of the Companies, the number and geographic spread of “investors” and institutions through which money was deposited to Fund Options’ accounts has added complexity, and intervention by and interaction with regulators has required the investment of time. As the Court’s direction would involve further work with respect to the bulk of depositors, the anticipated remuneration was also justified, provided that it was drawn down only as work was done and only for time spent.
UPDATE PROVIDED BY MR PIRINA
By his affidavit, Mr Pirina advised that:
(a)Promptly after the orders were made on 5 December 2018, Mr Iannuzzi and his staff reported the making of the Court’s orders to known creditors and they took steps to comply with the orders made by writing to the CBA and St George Bank.
(b)The trace results were received on 24 April 2019 (CBA) and between late May and late July 2019 (St George Bank). The trace results only provided the names and addresses of foreign depositors. Ten Australian institutions were identified as a remitting bank in relation to Australian depositors.
(c)Following the liquidators’ appointment, they wrote to each of the remitting banks and provided them with a notice of their appointment which had been filed with ASIC and a notice prepared by the liquidators to the owners of the identified accounts (Notice). Attached to the Notice was a copy of the Court’s orders, a proof of debt form and a payer information form. The liquidators asked the remitting banks to forward the Notice and its attachments to each of the owners of the identified accounts.
(d)On 18 October 2019, the liquidators sent a circular to 2,210 foreign depositors for whom they had contact details.
(e)As a result of the Notice and circular, a further 61 proofs of debt were obtained.
Other tasks undertaken by Mr Iannuzzi, the liquidators and their staff are:
(a)On 21 May 2019, Mr Iannuzzi issued a report to creditors and a notice of meeting to be held on 4 June 2019 to receive the report and consider the resolution pursuant to which the liquidators were appointed following Mr Iannuzzi’s resignation.
(b)On 4 September 2019, Mr Pirina issued a report to creditors.
(c)Numerous telephone conversations, meetings and correspondence with creditors and depositors and assistance given to depositors to complete proofs of debt.
(d)Liaising with the AFP and the United States Federal Bureau of Investigation in relation to confidential investigations.
Mr Pirina notes that remuneration approved pursuant to the orders made on 5 December 2018 totals $401,276.27 and an amount of $113,723.28 remains undrawn and it will not be drawn without further order of the Court.
The liquidators intend to call for proofs of debt. Given the poor response to date, it is their intention to give potential creditors up to 2 months, rather than the statutory minimum of 14 days, to lodge proofs of debt and it would be their intention to raise with the Court for directions any issues which arise.
ORDERS SOUGHT BY THE LIQUIDATORS
The liquidators submitted that, even though the orders made on 5 December 2018 were made in favour of Mr Iannuzzi in his capacity as liquidator, the liquidators had a legitimate concern that they might not be entitled to the protection of the directions given or be entitled to draw the approved remuneration.
Although Harris Scarfe Ltd (in liq) [2006] SASC 277; (2006) 203 FLR 46; at [32] (Debelle J) is authority for the proposition that if the person holding office as liquidator is replaced by another, the person succeeding in that office will be bound by and have the benefit of orders made before being appointed to that office, the Court considered that in the events that have occurred, there is utility in the administration for orders to be made in favour of the liquidators notwithstanding that there may be some overlap.
On 18 August 2020, the Court considered it appropriate to make orders substituting the liquidators for Mr Iannuzzi as plaintiff and authorising the issue of subpoenas to the remitting banks so that any final enquiries and correspondence may be made directly with Australian depositors, rather than through the remitting banks. The Court notes that only nine remitting banks were identified in orders made on 18 August 2020. The Court subsequently granted leave to the issue of a subpoena to the tenth remitting bank.
The liquidators noted that the draft orders provided to the Court provide for retrospective approval for compliance by them with the orders made on 5 December 2018 insofar as they relate to communications with depositors. They noted that there is no temporal element to s 90-15(1) of the Insolvency Practice Schedule (Corporations) that limits its retrospective operation. They relied on GDK Projects Pty Ltd at [33] and Natkunarajah (Liquidator), in the matter of FLY365 Pty Ltd (in liquidation) [2020] FCA 419 at [18] (Gleeson J), noting that the power contained in s 90-15(1) is unconstrained provided that the exercise of it is just and there is sufficient utility to the external administration.
It is certainly the case that s 90-15(1) of the Insolvency Practice Schedule (Corporations) does not, in terms, contain a temporal limit. However, it was unnecessary to decide whether s 90-15(1) was sufficiently broad to authorise the Court to make orders with retrospective effect, as the Court was not inclined to make such orders in this case on the bases that:
(a)The steps taken by the liquidators have been necessary for identifying the depositors and the decision in Re Harris Scarfe Ltd (in liq) would suggest that they were entitled to the benefit of orders made in Mr Iannuzzi’s favour as liquidator of the Company to the extent that they might be at risk having regard to incurring costs in that exercise;
(b)As noted by Brereton J in In the matter of One.Tel Limited at [55], the jurisdiction to give directions in the nature of judicial advice is concerned with affording protection to a liquidator in connection with proposed future action, not with ratifying action that the liquidator has already taken;
(c)The steps to be taken in reliance on information about depositors gathered in compliance with orders made on 5 December 2018 have yet to be taken (that is, adjudication of proofs of debt and distribution of assets) and those steps are the subject of the proposed orders.
The draft orders proposed by the liquidators were otherwise generally in the form made on 5 December 2018. However, given the increased number of depositors identified and which may be identified on further enquiry, the Court considered it appropriate to order that no assets should be distributed to admitted creditors until it is satisfied as to whether all admitted creditors would be paid in full or whether it is necessary to make a finding as to the difference (if any) in the characterisation of the claims of depositors who made deposits before and after the liquidator was appointed.
The Court notes that the proposed orders allow the liquidators the benefit of the order made in Mr Iannuzzi’s favour concerning payment of undrawn anticipated remuneration as and when it is earned on a monthly basis. An amount of $113,723.28 (plus GST) remains undrawn. Given the work yet to be done, the Court considered it appropriate to make the order sought.
The Court did not make an order that any further remuneration sought by the liquidators be approved by the creditors, any committee of inspection or the Court, as requested by the liquidators. That would be an order to the same effect of s 60-10(1) of the Insolvency Practice Schedule (Corporations). The fact that the Court has made a determination of remuneration does not preclude the creditors granting approval under s 60-10(1) to payment of remuneration incurred over and above the amounts already approved, albeit that the Court accepts that Mr Iannuzzi’s reservations as to whether remuneration should be approved by a very small minority of creditors were justified, particularly having regard to the quantum he claimed. Before distribution of assets to creditors, it will be necessary for the liquidators to approach the Court for further advice. To the extent that it is necessary, the issue of any steps required for approval of further remuneration can be addressed then.
I certify that the preceding sixty-five (65) numbered paragraphs are a true copy of the Reasons for Judgment of the Honourable Justice Farrell. Associate:
Dated: 1 September 2020
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