Re Spenda Ltd

Spenda Limited filed an application in the Supreme Court of Western Australia, seeking orders under s 1322(4) of the Corporations Act 2001 (Cth) (Act) to validate the appointment of HLB Mann Judd as its auditor and to validate twelve separate share and option issues between 26 May 2021 and 15 August 2023. Spenda also sought relief from civil liability for the contraventions of the Act and an order validating options issued under a prospectus on 21 July 2023. The court had to decide whether the prescriptive requirements of s 1322(4) and the pre-conditions in s 1322(6) of the Act were satisfied, and whether it was appropriate to grant the relief sought. The court found that the appointment of HLB as auditor was not invalid by reason of the failure to comply with the relevant statutory provisions. The court was satisfied that the pre-conditions in s 1322(6) of the Act were satisfied, and that it was appropriate to grant the relief sought. The court granted orders validating the appointment of HLB as auditor, validating the twelve share and option issues, and validating the options issued under the prospectus. The court also granted orders relieving Spenda and its current and former officers from any civil liability arising out of the contraventions of the Act.