Re Tech2Home (Communications) Pty Ltd (admins apptd)
[2022] VSC 580
•30 September 2022
| IN THE SUPREME COURT OF VICTORIA | Not Restricted |
AT MELBOURNE
COMMERCIAL COURT
CORPORATIONS LIST
S ECI 2022 03688
IN THE MATTER of TECH2HOME (COMMUNICATIONS) PTY LTD (ADMINISTRATORS APPOINTED) (ACN 082 869 609)
APPLICATION BY:
| ANDREW REGINALD YEO and TIMOTHY JAMES BRADD in their capacity as joint and several administrators of the Second to Sixth Plaintiffs (according to the attached Schedule) | Plaintiffs |
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JUDGE: | Gardiner AsJ |
WHERE HELD: | Melbourne |
DATE OF HEARING: | 21 September 2022 |
DATE OF JUDGMENT: | 30 September 2022 |
CASE MAY BE CITED AS: | Re Tech2Home (Communications) Pty Ltd (admins apptd) |
MEDIUM NEUTRAL CITATION: | [2022] VSC 580 |
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CORPORATIONS — External administration — Application for extension of convening period of group of companies in administration pursuant to s 439A(6) of the Corporations Act 2001 (Cth) (’the Act’) — Administrators sought extension to enable negotiation of agreement for sale of the group’s business — Extensions of approximately 12 weeks sought — Reasons to justify the grant of the extensions — Orders made for extension of convening periods in administrations of the group together with ancillary orders.
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APPEARANCES: | Counsel | Solicitors |
| For the Plaintiffs | Mr J Lipinski | Gadens Lawyers |
HIS HONOUR:
The first and second plaintiffs, Mr Andrew Yeo and Mr Timothy Bradd (‘administrators’) are the administrators of the second to sixth plaintiffs, Tech2Home (Communications) Pty Ltd (Administrators Appointed) (ACN 082 869 609), Tech2 Business Solutions Pty Ltd (Administrators Appointed) (ACN 161 966 516), Gizmo Corporation Pty Ltd (Administrators Appointed) (ACN 117 892 501), The Tech2 Group Pty Ltd (Administrators Appointed) (ACN 082 671 761), and Tech2Home Pty Ltd (Administrators Appointed) (ACN 105 020 906) (collectively ‘the Group’).
On 25 August 2022, the sole director of the Group, Glendower James Powys, resolved to appoint the administrators as administrators of the Group. On the same day, Mr Powys executed instruments of appointment giving effect to the appointment of the administrators as administrators of the Group.
By an originating process filed on 16 September 2022, the administrators make application under ss 439A(6) and 447A(1) of the Corporations Act 2001 (Cth) (‘the Act’) for an extension of the convening period in the administrations of the Group, together with ancillary orders.
By operation of s 439A(5) of the Act, unless extended under s 439A(6), the convening period for the second meetings of the creditors in the administrations of the Group will end on 26 September 2022.
The administrators seek an extension of approximately 12 weeks, to 16 December 2022, for the convening of the second meetings of creditors. The application is supported by affidavits of one of the administrators, Mr Yeo, sworn 16 September 2022, 19 September 2022 and 21 September 2022.
In his affidavit of 19 September 2022, Mr Yeo described the manner in which the creditors of the Group had been circularised with information in respect of the hearing on 21 September. In his affidavit of 21 September 2022, Mr Yeo describes communications with Mr Raymond Mitchell, a creditor of the second plaintiff, Tech2home (Communications) Pty Ltd. Mr Mitchell is a former employee of the second plaintiff and contends that he is owed $21,216.16 in unpaid wages and entitlements such as superannuation. Despite the disquiet voiced by Mr Mitchell in response to the circular sent by the administrators in respect of the hearing on 21 September, he did not seek to appear at the hearing. No other creditors sought to be heard at the hearing.
On 21 September 2022, I made orders extending the convening period together with ancillary orders and indicated that I would subsequently publish reasons for those orders.
Background
In his affidavit of 21 September 2022, Mr Yeo deposes that the Group provides technical and trade management services across Australia. The Group employs qualified technicians to install and configure a range of consumer electronic, smart home and other products. The Group also provides a range of installation and ongoing maintenance services for commercial clients, including digital signage, electrical vehicle charging networks and smart home property developments.
The Group is currently trading on a limited basis. In the lead-up to the appointment of the administrators, the Group was winding down its operations and in that period, its activities mainly concerned the provision of audio‑visual installation support to customers.
The financial position of the Group
The second plaintiff’s creditors
In relation to the second plaintiff, Tech2home (Communications) Pty Ltd (Administrators Appointed), 77 unsecured creditors were disclosed in its Report on Company Activities and Property (‘ROCAP’) dated 5 September 2022, with a total amount of $10,325,120.43 owing by the second plaintiff to these creditors. This figure includes amounts owed to related entities in the Group, including $3,979,917 owed to Gizmo Corporation Pty Ltd (Administrators Appointed) and $5,592,002 owed to The Tech2 Group Pty Ltd (Administrators Appointed).
The second plaintiff’s ROCAP also indicates that it owes $3,202,012.49 to 107 of its employees as priority creditors.
No secured creditors were identified in the second plaintiff’s ROCAP.
To date, 18 proofs of debt have been submitted with a total claimed value of $328,803.14. No claims have been adjudicated on and admitted in the administration of the second plaintiff.
The third plaintiff’s creditors
In relation to the third plaintiff, Tech2 Business Solutions Pty Ltd (Administrators Appointed), no unsecured creditors were disclosed in its ROCAP dated 5 September 2022.
The third plaintiff’s ROCAP also indicates that it does not have any liability to any of its employees.
There were no secured creditors identified in the third plaintiff’s ROCAP.
To date, two proofs of debt have been submitted with a total claimed value of $77,013.05. No claims have been adjudicated on and admitted in the administration of the third plaintiff.
The fourth plaintiff’s creditors
In relation to the fourth plaintiff, Gizmo Corporation Pty Ltd (Administrators Appointed), two unsecured creditors were disclosed in its ROCAP dated 5 September 2022 with a total amount owing by the fourth plaintiff to these creditors of $13,575,937.02. This amount includes $13,564,326 owed to a related entity, The Tech2 Group Pty Ltd (Administrators Appointed).
The fourth plaintiff’s ROCAP also indicates that it is indebted to 34 of its employees as priority creditors for $684,484.91.
No secured creditors were identified in the fourth plaintiff’s ROCAP.
To date, four proofs of debt have been submitted with a total claimed value of $107,176.74. No claims have been adjudicated on and admitted in the administration of the fourth plaintiff.
The fifth plaintiff’s creditors
In relation to the fifth plaintiff, Tech2home Pty Ltd (Administrators Appointed), three unsecured creditors were disclosed in its ROCAP dated 5 September 2022 with a total amount owing by the fifth plaintiff to these creditors of $560,674.41.
The fifth plaintiff’s ROCAP also indicates that it owes no money to its employees.
There were also no secured creditors identified in the fifth plaintiff’s ROCAP.
To date, four proofs of debt have been submitted with a total claimed value of $68,205.83. No claims have been adjudicated on and admitted in the administration of the fifth plaintiff.
The sixth plaintiff’s creditors
In relation to the sixth plaintiff, The Tech2 Group Pty Ltd (Administrators Appointed), three unsecured creditors were disclosed in its ROCAP dated 5 September 2022 with a total amount owing by the sixth plaintiff to these creditors of $12,573,155. This amount includes $11,824,862 owed to a related entity, Tech2Home Pty Ltd (Administrators Appointed) and $683,149 to Tech2 Business Solutions Pty Ltd (Administrators Appointed).
The sixth plaintiff’s ROCAP also indicates that it has no liabilities to its employees.
There were two secured creditors identified in the sixth plaintiff’s ROCAP with a total amount owing to these creditors of $3,340,913.
To date, six proofs of debt have been submitted with a total claimed value of $101,006.12. No claims have been adjudicated on and admitted in the administration of the sixth plaintiff.
Assurant Supplier Agreement
Mr Yeo states that since November 2021, the Group has been a party to a Supplier Agreement with Assurant Services Australia Pty Ltd (‘Assurant’) for the provision of remote assistance, self-installation and connection services to support Assurant’s client, the Optus Group (‘Optus’) (‘Assurant Supplier Agreement’).
Pursuant to the Assurant Supplier Agreement, the Group licenses the use of all intellectual property used in the performance of services under the agreement, including a workforce management software solution known as “Streamline” (‘Streamline’) to Optus.
As a part of the Streamline licensing agreement between Optus and the Group, the Group provides Optus with technical assistance through approximately 74 staff employed by the Group (the ‘employees’).
On or about 25 August 2022, the Group informed Optus that:
(a) it had voluntarily appointed the Administrators; and
(b) intended to cease operating some or all of its business in the near future, which would likely result in the employees and Streamline no longer being available to Optus.
On 26 August 2022, an Optus controlled entity, Optus Smart Spaces Pty Ltd (‘Optus Smart’), and Mr Yeo, in his capacity as a joint and several administrator of the Group, made an agreement by which:
(a) Optus Smart recorded that it wished to offer employment in its business to certain employees of the Group (Installations Workforce) and to acquire the rights to the Streamline software platform;
(b) Mr Yeo undertook to, amongst other things, negotiate the sale of Streamline and the transfer of the Installations Workforce to Optus Smart on an exclusive basis;
(c) Optus Smart undertook to transfer to an account nominated by Mr Yeo the sum of $673,962.42 for the sole purpose of funding the projected outflows and unexpected contingency costs of the Group for the period 25 August 2022 to 31 August 2022; and
(d) Optus undertook that it would negotiate in good faith for further transfers of capital to Mr Yeo to be paid at its discretion.
(the ‘Optus Funding Agreement’).
Mr Yeo states that on or around 5 September 2022, following the execution of the Optus Funding Agreement, Optus Smart provided a due diligence questionnaire and draft agreement to the administrators, pursuant to which the Group would agree to transfer the Installation Workforce to Optus Smart and to sell Streamline on the terms set out therein (‘Proposed Agreement’).
On or around 13 September 2022, the administrators’ office provided Optus Smart with an amended Proposed Agreement by which the Group, in addition to the transfer of the Installation Workforce and sale of Streamline, proposed to:
(a) transfer to Optus Smart the “Operating Lease”. The Operating Lease involves the Group’s lease of motor vehicles; and
(b) sell to Optus Smart the “Physical Assets”. The Physical Assets involves the Group’s tools and equipment.
Mr Yeo has sought legal advice from the administrators’ solicitors, Gadens Lawyers, in respect of the response to the due diligence questionnaires and the terms of the Proposed Agreement. Mr Yeo states that he is currently continuing to negotiate the terms of the Proposed Agreement with Optus Smart, including the compilation of an agreed list of the Physical Assets. He states that, for this reason and the fact that negotiations of the Proposed Agreement are still in their relative infancy, it may require more than the convening period provided by s 439A(5) of the Act to finalise the terms of the Proposed Agreement.
Mr Yeo states that in his opinion, it would be in the best interests of the Group’s creditors for there to be an extension of the convening period until 16 December 2022 to enable the administrators to continue negotiation of the Proposed Agreement for the following reasons:
(a) if the parties do not proceed with the Proposed Agreement, it would result in the Installation Workforce being made redundant, thereby becoming creditors of the Group in respect of their entitlements and further reducing any dividend payable to creditors;
(b) the Group would likely receive a greater amount from Optus for the purchase of Streamline than it would if Streamline were sold on the open market as Optus is already an existing Streamline customer under the Assurant Supplier Agreement. Mr Yeo considers that Optus may therefore be willing to pay a premium so that its use of Streamline is uninterrupted;
(c) pursuant to the Optus Funding Agreement, Optus is continuing to fund all outgoings for the trading operations of the Group, including the lease repayments for the motor vehicles subject of the Operating Lease. In the event that the parties do not proceed with the Proposed Agreement and the Group goes into liquidation, the lessors of the motor vehicles under the Operating Lease will likely re-possess the vehicles and, in respect of any outstanding debt, become creditors of the Group, thereby further reducing any dividend payable to creditors; and
(d) as has been mentioned,[1] pursuant to the Optus Funding Agreement, Optus has also undertaken to negotiate in good faith for further transfers of capital at its discretion. Optus has since provided the administrators with funds to enable the Group to trade on and Mr Yeo believes it will continue to do so. As such, Mr Yeo does not believe that the extension of the convening period presents a risk to creditors of the Group incurring further debts and reducing the asset pool available for creditors.
[1]See paragraph 34(d) above.
Work undertaken since appointment
Mr Yeo states that he had undertaken the following tasks in relation to the administrations:
(a) attended the Group’s offices in Sydney and Melbourne to notify staff of the administrators’ appointment and implement trade‑on procedures and protocols;
(b) attended daily teleconferences with the sole director of the Group and its executive team, to provide updates in relation to the trading activities and operations of the Group;
(c) attended regular teleconferences with Optus and its legal representatives in relation to the Optus Funding Agreement and Proposed Agreement;
(d) engaged and briefed solicitors about the administration and the matters referenced in paragraphs 35 to 37 above. Mr Yeo states that he is continuing to provide instructions to them;
(e) engaged Pitcher Partners’ corporate finance division to undertake a valuation of the Group’s business as a going concern and a review of key contracts, intellectual property and intangible assets;
(f) provided weekly cash flow reports and projections to Optus for outflows relating the trading operations of the Group, as required under the Optus Funding Agreement;
(g) prepared and lodged with the Australian Securities and Investments Commission (‘ASIC’) the statutory documents required under the Act, including but not limited to:
(i) notices of appointment;
(ii) an advertisement for the first meeting of the Group’s creditors; and
(iii) a declaration of relevant relationships and indemnities;
(h) created administration trade‑on accounts with all key suppliers and lessors, including the landlords of the premises that the Group currently occupies and continue to trade from in Melbourne and Sydney;
(i) arranged for asset and inventory listings, and valuations to be prepared for all physical assets, including inventory, plant, equipment and motor vehicles owned by the Group;
(j) secured the books and records of the Group;
(k) prepared and sent documents to creditors with security interests registered on the Personal Property and Securities Register, notifying them of the administrators’ appointment;
(l) liaised with the Group’s all present and after‑acquired property (‘AllPAAP’) secured creditor, the National Australia Bank (‘NAB’), in relation to its security interest and provided regular updates in relation to the voluntary administration and Proposed Agreement;
(m) notified the Australian Taxation Office (‘ATO’) of the administrators’ appointment;
(n) notified other key stakeholders of the administrators’ appointment, including:
(i) VicRoads;
(ii) the State Revenue Office;
(iii) the Sheriff’s Office;
(iv) WorkSafe Victoria; and
(v) the Department of Human Services;
(o) prepared and sent a freedom of information request to the ATO, seeking historical financial and taxation information about the Group;
(p) prepared and sent documents to the general body of creditors, notifying them of the administrators’ appointment and of the first meetings of creditors;
(q) finalised and sent an initial report to creditors regarding the administration;
(r) received and responded to numerous creditor enquiries regarding the administration of the Group;
(s) reviewed proofs of debt and proxy forms;
(t) conducted the first meetings of creditors; and
(u) undertook a preliminary review of books and records of the Group.
Mr Yeo cites the principal reason for the seeking of the extension of the convening periods to be that extensive work needs to be conducted in respect of the negotiation of the terms of the Proposed Agreement and the extension will provide the administrators with the time to achieve the best possible outcome for creditors.
Legal principles
The principles to be applied in considering whether there should be an extension of the standard convening period prescribed by s 439A of the Act have been considered on numerous occasions by the courts having jurisdiction under the Act.
The underlying policy of Part 5.3A of the Act, which is identified in s 435A, is to maximise the chances of the company involved or, as much as possible, of its business continuing in existence or achieving a better result for the companies’ creditors and members than would otherwise be achieved in an immediate winding up. Section 439A(1) of the Act prescribes a strict timeframe for the administrator of a company under administration to convene a meeting of creditors within the convening period as fixed by s 439A(5) unless that period is extended by the Court under s 439A(6). Section 439A(2) requires that the meeting must be held within five business days before, or within five business days after, the end of the convening period. Section 439C provides that at a meeting convened under s 439A, the creditors may resolve that:
(a) the company execute a deed of company arrangement;
(b) the administration should end; or
(c) the company be wound up.
The administrator is required to provide a report to creditors about the company’s business, property, affairs and financial circumstances to assist the creditors with making their decision at the second meetings of creditors.[2]
[2]See r 75‑225(3) of the Insolvency Practice Rules (Corporations) 2016 (Cth).
In Strawbridge, Re Virgin Australia Holdings Ltd (Admins Apptd) (No 2),[3] Middleton J of the Federal Court of Australia collected the relevant principles for considering whether there should be an extension. His Honour stated:
[3](2020) 144 ACSR 347.
The circumstances in which the Court will extend a convening period are well established. In making such an order, the Court must reach an appropriate balance between an expectation that the administration will be relatively speedy and summary, and the countervailing factor that undue speed should not be allowed to prejudice sensible and constructive actions directed to maximising a return for creditors: Mann v Abruzzi Sports Club Ltd (1994) 12 ACSR 611 (Young J); Re Diamond Press Australia Pty Ltd [2001] NSWSC 313 at [10] (Barrett J).
The approach to be adopted was recently set out by Thawley J in Farnsworth v About Life Pty Ltd (admin apptd) [2019] FCA 11 at [3]–[8], where his Honour endorsed the comments of Austin J in Re Riviera Group Pty Ltd (admins apptd) (recrs and mgrs apptd) (2009) 72 ACSR 352; [2009] NSWSC 585 (Re Riviera) at [13] as to the categories of cases in which an extension is granted including, relevantly:
(1)where the size and scope of the business in administration is substantial (citing Lombe, Re Babcock & Brown Ltd (admins apptd) [2009] FCA 349; Worrell; Re Storm Financial Ltd (recs and mgrs apptd) (2009) 69 ACSR 584; [2009] FCA 70; and ABC Learning Centres Ltd, Re ABC Learning Centres Ltd; Application by Walker (No 5) [2008] FCA 1947);
(2) where the extension will allow sale of the business as a going concern, citing Lombe Re Australian Discount Retail Pty Ltd [2009] NSWSC 110; Stewart, Re Kleins Franchising Pty Ltd (admins apptd) [2008] FCA 721; Re Uni-Aire Security Pty Ltd (admins apptd) [2006] FCA 1423; and
(3) more generally, where additional time is likely to enhance the return for unsecured creditors: Deputy Commissioner of Taxation v Scottsdale Homes No 3 Pty Ltd (No 2) [2009] FCA 190; Fitzgerald, Re Primebroker Securities Ltd (admin apptd) (recs and mgrs apptd) [2008] FCA 1247; Ex parte Vouris; Re Marrickville Bowling & Recreation Club Ltd (under administration) [2008] FCA 622.
An extension of the administration period to facilitate either (or both) of: (a) the sale of the business of the company as a going concern, so as to maximise the value of the company’s assets; or (b) the progression and assessment of a DOCA proposal that may provide a better return to creditors than a winding up, are well-recognised examples of situations where the Court has extended the convening period: Mentha, Re Hans Continental Smallgoods Pty Ltd (admins apptd) [2008] FCA 1933 (Jacobson J); Re Riviera (Austin J); Re Austcorp Group Ltd (admins apptd) [2009] FCA 636 (Re Austcorp) (Lindgren J); and Re Kavia Holdings Pty Ltd (admins apptd) (recs and mgrs apptd) [2013] NSWSC 737 (Black J).
In Mighty River International Ltd v Hughes (as deed administrators of Mesa Minerals Ltd (subject to deed of company arrangement)) (2018) 359 ALR 181; 130 ACSR 427; [2018] HCA 38 at [73], Nettle and Gordon JJ (in dissent, but not relevantly in this respect) referred to a number of cases including Re Riviera and concluded:
… Generally speaking, courts have been disposed to grant substantial extensions in cases where the administration has been complicated by, for example, the size and scope of the business, substantial offshore activities, large numbers of employees with complex entitlements, complex corporate structures and intercompany loans, and complex recovery proceedings, and, more generally, where the additional time is likely to enhance the return to unsecured creditors. Provided the evidentiary case for extension has been properly prepared, there has been no evidence of material prejudice to those affected by the moratorium imposed by the administration, and the administrator’s estimate of time has had a reasonable basis, the courts have tended to grant extensions for the periods sought by administrators. …
Finally, the administrator’s own opinion as to the need for an extension will be given weight in an application of this kind: Owen (in their capacity as joint and several administrators of Rivercity Motorway Pty Ltd (admins apptd) (recs and mgrs apptd)) v Madden (recs and mgrs) (No 4) (2012) 92 ACSR 255; [2012] FCA 1491 at [26] (Logan J); Re Belmont Sportsmans Club Co-Operative Ltd (admin apptd) [2015] NSWSC 543 at [9] (Black J); Re application by Jahani (in their capacity as joint and several administrators of Northern Energy Corporation Ltd (admins apptd)) (No 2) [2019] FCA 382 at [67] (Farrell J); Re Duro Felguera Australia Pty Ltd (admins apptd) [2020] FCA 422 at [32] (Gleeson J).[4]
[4]Ibid 370–1 [64]–[68].
In addition, s 447A of the Act provides the Court with the general power to make such orders as it thinks appropriate as to how Part 5.3A is to operate in relation to the administration of a particular company. In this regard, orders, commonly called Daisytek orders,[5] enable administrators, if they see fit, to hold the second meeting of creditors at any time during, or within five business days after the end of, the convening period as extended by the Court under s 439A(6). Daisytek orders have become a commonplace ancillary order in applications for extension of convening periods.
[5]See Re Daisytek Australia Pty Ltd (2003) 45 ACSR 446, [10]–[14] (Lindgren J).
Consideration
In my view, extensions of the convening periods of the administrations until 16 December 2022 to finalise negotiations in respect of the terms of the Proposed Agreement are clearly justified. The Proposed Agreement, a draft of which was requested to be kept confidential, is a complex commercial document and the conclusion of a successful negotiation of it is clearly within the interests of the Groups’ creditors and is consistent with the objectives of Part 5.3A of the Act. If the Proposed agreement is not successfully concluded, the Group’s employees will be made redundant and join the list of creditors of the group, reducing any dividend payable to creditors. Since Optus is already an existing Streamline customer under the Assurant Supplier Agreement, the Group would be likely to receive a greater amount from its sale to Optus than if the Streamline system was sold on the open market. As Mr Yeo has said, Optus may therefore be willing to agree to pay a premium so that its use of the Streamline system is uninterrupted.
An additional advantage flowing from Optus’ involvement is that Optus is continuing to fund all outgoings for the trading operations of the Group, including lease repayments of the motor vehicles the subject of the Operating Leases. If the proposed agreement is not concluded and the Group goes into liquidation, the lessors of the fleet under the Operating Lease will likely repossess the leased vehicles and, in respect of any shortfall on the residuals of those leases, become creditors, thereby further reducing any dividend payable to creditors. Finally, under the terms of the Optus Funding Agreement, Optus has also undertaken to negotiate in good faith further transfers of capital and since that agreement was made Optus has provided the administrators with transfers of capital to enable the Group to trade on and Mr Yeo believes it will continue to do so. For this reason, he does not believe that the extension of the convening period would present a risk to creditors of the Group incurring further debts and reducing the asset pool available for creditors.
At the hearing of this matter on 21 September 2022, an order was sought that the Assurant Supplier Agreement and the Proposed Agreement that formed part of the confidential exhibit to Mr Yeo’s affidavit of 16 September 2022 remain confidential. I accept plaintiffs’ counsel’s submissions in respect of the sensitivity of those documents and a confidentiality order preventing inspection of those documents is, in my view, warranted. On 22 September 2022, I ordered, pursuant to r 28.06A of the Supreme Court (General Civil Procedure) Rules 2015 (Vic) (‘Rules’) that the confidential exhibit to the affidavit of Andrew Reginald Yeo sworn 16 September 2022 not be inspected or copied without leave of the Court, be regarded as confidential and private and be filed on RedCrest in a part of the electronic file maintained for this proceeding in a place that prevents their inspection without leave of the Court upon five business days’ written notice to the solicitors for the plaintiffs.
I also considered it appropriate to make a Daisytek order and I ordered pursuant to s 447A, Part 5.3A of the Act that it is to operate in relation to the administrations of each of the members of the Group as if s 439A(6) provided that the period for convening the second meetings of creditors of each of those companies such that notwithstanding s 439A(2) of the Act, the second meetings of creditors of each of the companies required under s 439A of the Act may be convened at any time before, or within, five business days after the end of the convening period, as extended by paragraph 46 above.
For completeness, I recite the orders made by me on 21 September 2022.
1.Pursuant to r 28A.06 of the Rules, the confidential exhibit “ARY-2” to the affidavit of Andrew Reginald Yeo sworn 16 September 2022 not be inspected or copied without leave of the Court and be regarded as confidential and private, and be filed on RedCrest in the part of the electronic file maintained for this proceeding in a place that prevents their inspection without leave of the Court, upon five business days’ written notice to the solicitors for the Plaintiffs.
2.Pursuant to s 439A(6) of the Corporations Act 2001 (Cth) (‘the Act’), the period within which the First Plaintiffs (‘the Administrators’) are required to convene the second meetings of creditors of the Second to Sixth Plaintiffs under s 439A(1) of the Act be extended to 16 December 2022.
3.Pursuant to s 447A(1) of the Act, pt 5.3A of the Act is to operate in relation to the Second to Sixth Plaintiffs as if the meetings of creditors of the Second to Sixth Plaintiffs required by s 439A of the Act may be held at any time during the period comprising the convening period as extended by Order 2 above and the period of five business days thereafter, notwithstanding the provisions of s 439A(2) of the Act.
4.Within two business days of the making of these Orders, the Administrators are to take all reasonable steps to cause notice of this Originating Process and the orders made to be given to the Second to Sixth Plaintiffs’ creditors in the manner adopted and described in the affidavit of Andrew Reginald Yeo sworn 19 September 2022 in respect of the circularisation to creditors of this hearing today.
5.Liberty be granted to any person who can demonstrate sufficient interest to discharge or modify these Orders on three business days’ notice to the Administrators and to the Registry of the Commercial Court.
6.Liberty be granted to the Administrators to apply to further extend or modify the convening period under Order 2 above, within the convening period as extended by Order 2.
7.The Plaintiffs’ costs of, and incidental to, this originating application be treated as costs and expenses in the administration of the Second to Sixth Plaintiffs.
8. Liberty to apply.
SCHEDULE OF PARTIES
| S ECI 2022 03688 | |
| APPLICATION BY: | |
| ANDREW REGINALD YEO and TIMOTHY JAMES BRADD in their capacity as joint and several administrators of the Second to Sixth Plaintiffs | First Plaintiff |
| TECH2HOME (COMMUNICATIONS) PTY LTD (Administrators Appointed) (ACN 082 869 609) | Second Plaintiff |
| TECH2 BUSINESS SOLUTIONS PTY LTD (Administrators Appointed) (ACN 161 966 516) | Third Plaintiff |
| GIZMO CORPORATION PTY LTD (Administrators Appointed) (ACN 117 892 501) | Fourth Plaintiff |
| TECH2HOME PTY LTD (Administrators Appointed) (ACN 105 020 906) | Fifth Plaintiff |
| THE TECH2 GROUP PTY LTD (Administrators Appointed) (ACN 082 671 761) | Sixth Plaintiff |
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