Re Environinvest Ltd (No. 4)

Environinvest Ltd, a company incorporated in Australia, was the subject of a winding-up proceeding in the Federal Circuit Court. The dispute involved the winding-up of a managed investment scheme by a person appointed under section 601NF(1) of the Corporations Act 2001 (Cth). The case also involved a conflict of duty, as the individual appointed to wind up the schemes was also the liquidator of the responsible entity. The court was required to decide on the directions in the winding up under section 601NF(2) of the Corporations Act, the approval of deeds of sale, the approval of a mediated agreement as to costs, expenses, and remuneration, and the discharge of the scheme liquidator on completion of the winding up.

The court considered the application for directions and approval, noting the conflict of duty issue and the fact that the liquidator was also the person appointed to wind up the schemes. The court found that the liquidator was excused from complying with the obligations arising under the scheme constitution, as the appointment of the liquidator under section 601NF(1) of the Corporations Act took precedence. The court also approved the mediated agreement as to costs, expenses, and remuneration, finding it to be fair and reasonable. The court granted the liquidator's application for directions and approved the deeds of sale, subject to certain conditions.

The court discharged the scheme liquidator upon completion of the winding up, noting that the liquidator had fulfilled their duties and that the winding up had been conducted in accordance with the Corporations Act. The court also noted that the discharge of the liquidator did not affect any potential liability for misconduct or breach of duty. The court's decision provided clarity on the role and responsibilities of a liquidator appointed to wind up a managed investment scheme, and the interaction between the liquidator's duties and the obligations arising under the scheme constitution.

The court made orders approving the mediated agreement as to costs, expenses, and remuneration, and the deeds of sale, subject to certain conditions. The court also discharged the liquidator upon completion of the winding up, and noted that the discharge did not affect any potential liability for misconduct or breach of duty. The decision provides guidance to liquidators and other parties involved in the winding up of managed investment schemes, and highlights the importance of considering potential conflicts of duty in such proceedings.