Promoseven Pty Ltd v Prime Project Development (Cairns) Pty Ltd (Subject to a Deed of Company Arrangement)

Promoseven Pty Ltd appealed against a decision of the primary judge, seeking termination of a Deed of Company Arrangement and winding up of Prime Project Development (Cairns) Pty Ltd. The first and second respondents were entities connected to the company, while the third respondents were appointed liquidators. The appeal concerned the costs of the proceedings, with the first and second respondents arguing that the appellant should bear their costs, while the third respondents agreed to abide by the court’s order.

The court had to determine whether the proceedings involved an element of public interest that would allow the usual rule of costs following the event to be displaced. The first and second respondents contended that the appellant's proceedings were not merely an agitation of private interests but also involved a matter of public interest, suggesting that no order should be made for costs against the second respondent. The appellant, however, argued that the costs should follow the event, placing the burden on the first and second respondents.

The court held that the proceedings did indeed involve a public interest component, as they related to the administration of the Corporations Act and the proper conduct of a company under a deed of arrangement. Consequently, the court decided not to order the first and second respondents to pay the appellant's costs, as the proceedings were in the public interest. The court further ordered that the first and second respondents pay the appellant's costs of the appeal and primary proceedings, to be assessed on the standard basis if not agreed upon.

The final orders included the termination of the Deed of Company Arrangement, a special resolution for winding up, the appointment of liquidators, and the payment of costs by the first and second respondents to the appellant, with the third respondents' costs to be considered as part of the winding up expenses.