RTP Holdings Pty Ltd v Roberts

The case of RTP Holdings Pty Ltd v Roberts involves an application by four directors and shareholders of RTP Holdings Pty Ltd and RTP Technologies Pty Ltd (the companies) seeking leave to bring proceedings against two other directors, who are also shareholders, and a third party, Modern Machinery Systems Pty Ltd. The applicants claim that the respondents have dealt with company assets to the detriment of the companies, including selling a piece of equipment owned by RTP Technologies Pty Ltd without accounting to the companies for the sale. The respondents deny these allegations and claim that Modern Machinery Systems Pty Ltd was entitled to claim ownership of the equipment and sell it, and that the companies have not suffered any loss. The legal issue before the court was whether the applicants had obtained the necessary leave to bring the proceedings under the Corporations Law.

The court found that the applicants had not obtained the required leave prior to issuing the proceedings, which was a requirement under the Corporations Law. However, the court granted the applicants leave to bring the proceedings, finding that it was probable that the companies would not bring the proceedings themselves, the applicants were acting in good faith, and it was in the best interests of the companies for the applicants to be granted leave. The court also found that there was a serious question to be tried, despite the absence of 14 days' written notice to the companies prior to the application.

The court made orders granting the applicants leave to bring the proceedings in the name of the companies, with the leave to be effective as of the day before the proceedings were originally issued. The court also ordered that the costs of the application be costs in the cause and that the parties have liberty to apply.