Re Acquire Learning Pty Ltd (Administrators Appointed) - [2017] VSC 376

IN THE SUPREME COURT OF VICTORIA

Not Restricted

AT MELBOURNE
COMMERCIAL COURT
CORPORATIONS LIST

S CI 2017 02135

IN THE MATTER of Acquire Learning Pty Ltd ACN 168 523 279 (Administrators Appointed) Acquire Learning & Careers Pty Ltd ACN 159 509 323 (Administrators Appointed) And Acquire Retail Pty Ltd ACN 167 927 693 (Administrators Appointed)

BARRY WIGHT, SAM KASO and BRUNO SECATORE in their capacities as Joint and Several Administrators of Acquire Learning Pty Ltd ACN 168 523 279 (Administrators Appointed) and Ors (according to the attached schedule)

Plaintiffs

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JUDGE:	Gardiner AsJ
WHERE HELD:	Melbourne
DATE OF HEARING:	1 June 2017
DATE OF JUDGMENT:	28 June 2017
CASE MAY BE CITED AS:	Re Acquire Learning Pty Ltd (Administrators Appointed)
MEDIUM NEUTRAL CITATION:	[2017] VSC 376

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CORPORATIONS – Voluntary administration – Application by administrators of a group of companies for extensions of convening periods of second meetings of creditors required by s 439A(6) of the Corporations Act 2001 (Cth) – Order made for extensions of convening periods and other ancillary orders.

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APPEARANCES:	Counsel	Solicitors
For the Plaintiffs	Mr S J Maiden	Norton Rose Fulbright

HIS HONOUR:

On 12 May 2017, Sam Kaso, Bruno Secatore and Barry Wight (‘the administrators’) were appointed joint and several administrators of Acquire Learning and Careers Pty Ltd (‘Acquire Learning & Careers’), Acquire Learning Pty Ltd (‘Acquire’) and Acquire Retail Pty Ltd (‘Acquire Retail’) (‘the companies’) pursuant to s 436A of the Corporations Act 2001 (Cth) (‘the Act’).

On 1 June 2017, the administrators filed an originating process seeking orders extending the convening period for the second meeting of creditors in the voluntary administrations by approximately three and a half months to 19 September 2017. The administrators rely on an affidavit of Barry Wight, one of the administrators, sworn 1 June 2017.

On 1 June 2017, I made orders extending the convening period for the second meetings of creditors in the voluntary administrations to the date sought together with certain other ancillary orders, including a ‘Daisytek’ order to allow the meetings to be held at any time during or within five business days after the end of the convening periods.[1] These are my reasons for making those orders.
[1]In Re Daisytek Australia Pty Ltd (2003) 4 ACSR 446, Lindgren J held that orders may be made under s 447A with the effect that the second meeting of creditors could be held at any time during an extended convening period or the period of five business days thereafter, notwithstanding the effect of s 439A(2). In Re LED Builders Pty Ltd & Ors [2008] NSWSC 633, [2] Austin J observed that ‘Daisytek’ orders are “sensible and now almost routine”.

Overview of the Group Structure

Acquire Learning & Careers is the holding company of four subsidiaries within a corporate group, Acquire, Acquire Retail, Compare Courses Pty Ltd and Recruit Easy Pty Ltd (collectively, ‘the Group’). Acquire Learning…

Grounds of appeal

[14] The appellant contends that the primary judge erred in finding that the respondent had discharged the onus of establishing the matters required under the relevant provision.

[15] It was submitted that his Honour failed to give adequate weight to the evidence of the second witness, and that the findings of fact were not reasonably open on the material before the Court.

[16] The respondent, for its part, submits that no error is disclosed, and that the conclusions reached were well within the range of outcomes available to the primary judge.

Consideration

[17] It is convenient to deal first with the question of construction, as the resolution of that issue informs the remaining grounds advanced by the appellant.

[18] For the reasons that follow, we are of the view that the appeal should be allowed in part and the matter remitted for further determination.

Continue reading Re Acquire Learning Pty Ltd (Administrators Appointed)

Details

AGLC: Re Acquire Learning Pty Ltd (Administrators Appointed) [2017] VSC 376
Case: [2017] VSC 376
Decision Date: 28 June 2017

CaseChat Overview and Summary

In the case of Re Acquire Learning Pty Ltd, the administrators of a group of companies sought extensions of the convening periods for second meetings of creditors, mandated by section 439A(6) of the Corporations Act 2001. The case was heard in the Federal Court of Australia, where the administrators, appointed to oversee the financial restructuring of the companies, applied for these extensions to allow for additional time to complete necessary administrative tasks. The administrators argued that the extensions were crucial for the efficient administration of the companies and for maximizing the potential returns for creditors.

The primary legal issues the court had to address were whether the administrators had demonstrated a justifiable need for the extensions and whether granting such extensions would be in the best interests of the creditors. The court considered the statutory provisions governing the convening of meetings of creditors in voluntary administration, along with the broader objectives of the Corporations Act, including the need to achieve the most beneficial outcome for creditors. The administrators needed to provide evidence that the extensions were necessary and that the delay would not prejudice the creditors.

The court found that the administrators had adequately demonstrated a justifiable need for the extensions. The judges acknowledged the complexity of the financial restructuring process and the necessity for additional time to ensure that the administration was conducted in an orderly and efficient manner. The court also considered the potential benefits to creditors, including the possibility of higher returns due to more effective asset realisation. Based on this reasoning, the court granted the requested extensions and made several ancillary orders to facilitate the administration process. This decision underscored the importance of flexibility in the administration process to achieve the best possible outcomes for all stakeholders involved.

Orders