Re Notestir; Re First Mentor Group; Re Worlwide Weather
[2002] NSWSC 643
•8 July 2002
CITATION: Re Notestir; Re First Mentor Group; Re Worlwide Weather [2002] NSWSC 643 CURRENT JURISDICTION: Equity FILE NUMBER(S): SC 4727/01; 4913/02; 2601/02 HEARING DATE(S): 08/07/02 JUDGMENT DATE: 8 July 2002 PARTIES :
Alexander Robert Mackay Macintosh and Anthony Gregory McGrath - Applicants
As Liquidators of each of
Notestir Pty Ltd (in liquidation)
First Mentor Group Pty Ltd (in liquidation)
Worldwide Weather Underwriting Agencies (Aust) Pty Ltd (in liquidation)JUDGMENT OF: Barrett J
COUNSEL : Mr A P Ryan, Solicitor - Applicants SOLICITORS: Blake Dawson Waldron - Applicants CATCHWORDS: CORPORATIONS - liquidator's periodic accounts - abridgement of reporting period - desirable that group companies in liquidation have common period LEGISLATION CITED: Corporations Law 2001 (Cth) DECISION: Applications granted
IN THE SUPREME COURT REVISED
OF NEW SOUTH WALES
EQUITY DIVISION
BARRETT J
MONDAY 8 JULY 2002
004727/01 – RE NOTESTIR PTY LTD (IN LIQUIDATION)
004913/02 – RE FIRST MENTOR GROUP PTY LTD (IN LIQUIDATION)
002601/02 – RE WORLDWIDE WEATHER UNDERWRITING AGENCIES (AUST) PTY LTD (IN LIQUIDATION)
JUDGMENT
1 Before the court are three applications by Mr McIntosh and Mr McGrath. They apply in the first case in their capacity as liquidators of Notestir Pty Ltd, in the second case as liquidators of First Mentor Group Pty Ltd and in the third case as liquidators of Worldwide Weather Underwriting Agencies Pty Ltd.
2 Each of these three companies is a subsidiary of HIH Insurance Limited. The parent company and those three subsidiaries, together with seventeen other subsidiaries, are in liquidation as a result of orders for winding-up made by this court. Mr McIntosh and Mr McGrath are the liquidators of all twenty one companies.
3 In all cases except those of the three companies the subject of the present applications, the winding-up order was made on 27 August 2001. In the case of Notestir the order was made on 11 October 2001, in the case of First Mentor on 18 October 2001 and in the case of Worldwide Weather on 6 June 2002.
4 These dates are significant because the present application is, in each case, an application under s.1322(4)(d) for an order abridging the period within which s.539(1) is to be complied with by the liquidators in respect of the company to which the application relates.
5 Section 539(1) requires a liquidator to prepare accounts in respect of each period of six months measured from the date of appointment. Such accounts must be in the prescribed form and be lodged with ASIC, together with an accompanying statement, within one month after the end of the relevant period of six months.
6 For all but the companies the subject of the present application, the six monthly periods in respect of the HIH group companies in liquidation are geared to the ends of the months of February and August in each year. Because of the different dates of winding-up for the companies the subject of the applications, compliance by them involves six monthly periods ending in two cases in April and October, and in the other case in June and December. The desire is to synchronise them all so that the three companies to which the applications relate on are brought into line with those on the February and August cycle.
7 The power to make such an order arises under s.1322(4)(d) which creates a jurisdiction to abridge the period for doing an act. The period of six months to which s.539(1) refers is such a period and may therefore be shortened by order under s.1322(4)(d).
8 The only guidance given by s.1322 as to the exercise of this jurisdiction in a s.1322(4)(d) case is in s.1322(6)(c), namely, that it must appear that no substantial injustice has been or is likely to be caused to any person.
9 Given that the desired re-arrangement of periods involves the shortening of time and not the lengthening of time and that accounts will be available, in the first instance, in relation to the three relevant companies at an earlier point than would have been the case had s.539(1) taken its course in the ordinary way, there can be no question of any injustice by reason of abridgment of time. Such a question might well have arisen had it been a case of extending time.
10 There are obviously good and practical reasons of commercial efficiency in favour of the re-arrangement of dates allowing a concerted and co-ordinated approach to the preparation of accounts for all twenty-one companies. The task will be more economically performed if all accounts are prepared at the same time. There may also be another advantage in that anyone wishing to gain an appreciation of the position of the several companies taken together, as well as their individual positions, will be assisted by co-ordination of periods. There are no disadvantages and certainly no prospect of injustice.
11 A case has been made out for the granting of the relief sought. In each of the three matters, I make orders in the form of the orders which have been handed up and which I initial and date.
0
0
1