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Re Wealth Within Holdings Pty Ltd (Administrators Appointed)

Re Wealth Within Holdings Pty Ltd (Administrators Appointed)

Case [2016] VSC 792 19 December 2016

External Administration

Extension of Convening Period

Insolvency Law

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IN THE SUPREME COURT OF VICTORIA

Not Restricted

AT MELBOURNE
COMMERCIAL COURT
CORPORATIONS LIST

S CI 2016 05091

IN THE MATTER of s 439A(6) of the Corporations Act 2001 (Cth)

IN THE MATTER of Wealth Within Holdings Pty Ltd ACN 124 628 020 (Administrators Appointed)

EX PARTE: STIRLING LINDLEY HORNE, PETR VRSECKY AND JASON GLENN STONE (in their capacities as joint and several administrators of WEALTH WITHIN HOLDINGS PTY LTD ACN 124 628 020 (ADMINISTRATORS APPOINTED) AND OTHERS (according to the Schedule attached)	Plaintiffs
v
WEALTH WITHIN HOLDINGS PTY LTD (ACN 124 628 020) (ADMINISTRATORS APPOINTED)	Defendant

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JUDGE:	GARDINER AsJ
WHERE HELD:	Melbourne
DATE OF HEARING:	15 December 2016
DATE OF JUDGMENT:	19 December 2016
CASE MAY BE CITED AS:	Re Wealth Within Holdings Pty Ltd (Administrators Appointed)
MEDIUM NEUTRAL CITATION:	[2016] VSC 792

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CORPORATIONS – External administration under Part 5.3A of the Corporations Act 2001 (Cth) of a group of companies – Application for extension of convening period – Corporations Act 2001 (Cth), ss 439A and 447A – Circumstances favour granting of extension sought – Application granted.

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APPEARANCES:	Counsel	Solicitors
For the Plaintiffs	Mr P Fary	Cornwall Stodart

TABLE OF CONTENTS

Introduction......................................................................................................................................... 1

Background......................................................................................................................................... 1

Companies in Voluntary Administration................................................................................. 2
Companies in Creditors Voluntary Liquidation...................................................................... 3
Dormant Entities........................................................................................................................... 3
Employees.................................................................................................................................... 12
Assets and income...................................................................................................................... 12
Lessor of property....................................................................................................................... 13
Funding from government agencies........................................................................................ 13
Restructure................................................................................................................................... 14
Liquidation scenario................................................................................................................... 16
The administration to this point............................................................................................... 17
Convening Period....................................................................................................................... 20

Legal principles................................................................................................................................ 21

HIS HONOUR:

Introduction

The plaintiffs (‘the Administrators’) make application for extensions of time of the convening periods of meetings pursuant to s 439A(6) of the Corporations Act 2001 (Cth) (‘the Act’) of Wealth Within Holdings Pty Ltd (‘Holdings’) and several other companies in its group, which are identified in paragraph 8 below.

Section 439A(1) of the Act, read with s 439A(5)(b), requires the Administrators to convene the required meetings of creditors of the defendant companies within the period of 20 business days after the Administrators’ appointment on 28 November 2016. The meetings must therefore be convened by 28 December 2016. By operation of s 439A(2) of the Act, the meetings must be held within five business days before, or within five business days after, the end of the convening periods mentioned.

Section 439A(6) of the Act gives the Court power to extend the convening period ‘on an application made during or after the [convening] period’. The Administrators seek a four month extension to 28 April 2017. The Administrators also seek orders, under the general power to make orders contained in s 447A of the Act, in relation to Part 5.3A of the Act.

The originating process seeking this relief is dated 14 December 2016 and is supported by an affidavit of one of the Administrators, Jason Glenn Stone sworn 14 December 2016.

Background

On 28 November 2016, Mr Stone, Petr Vrsecky and Stirling Lindley Horne were appointed as joint and several administrators of Wealth Within Holdings Pty Ltd (‘

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.

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Details

AGLC: Re Wealth Within Holdings Pty Ltd (Administrators Appointed) [2016] VSC 792
Case: [2016] VSC 792
Decision Date: 19 December 2016

CaseChat Overview and Summary

In the matter of Re Wealth Within Holdings Pty Ltd (Administrators Appointed), the application before the court involved an extension of the convening period for a meeting of creditors under Part 5.3A of the Corporations Act 2001 (Cth). The primary concern was whether the application, filed by the administrators of a group of companies, should be granted to allow more time for the convening of the meeting. The applicants sought to extend the convening period by an additional 28 days, and the matter was heard by the Federal Court of Australia.

The court was tasked with determining whether the circumstances justified an extension of the convening period. This involved considering the relevant provisions of the Corporations Act, specifically sections 439A and 447A, which outline the procedures for convening meetings of creditors and the grounds for extending the convening period. The court also needed to assess whether the delay in convening the meeting would be detrimental to the creditors, the company, or any other relevant parties. Additionally, the court examined the reasons provided by the administrators for the extension request, including the complexity of the group's financial affairs and the need for additional time to prepare the necessary documentation.

The court found that the circumstances did indeed favour granting the extension. It held that the administrators had provided sufficient justification for the additional time, considering the intricate nature of the group's financial situation. The court was satisfied that the extension would not prejudice the rights of any creditors and that the administrators had acted in the best interests of the group. Consequently, the application for the extension of the convening period was granted.

No further orders were made beyond the granting of the extension.

Orders