Wangle Technologies Ltd, in the matter of Wangle Technologies Ltd
Case
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[2018] FCA 864
•7 June 2018
Details
AGLC
Case
Decision Date
Wangle Technologies Ltd, in the matter of Wangle Technologies Ltd [2018] FCA 864
[2018] FCA 864
7 June 2018
CaseChat Overview and Summary
Wangle Technologies Ltd sought relief in the Federal Court from the consequences of the alleged failure of its shareholders to comply with disclosure requirements under the Corporations Act 2001 (Cth). The plaintiff sought declarations that sales of shares were not invalid due to the absence of certain disclosure notices and relief from civil liability for those who sold the shares. The court was tasked with determining whether the failure to issue disclosure notices and the subsequent non-compliance with disclosure requirements under sections 707(3) and 727(1) of the Act rendered the sales of shares invalid and whether relief from civil liability could be granted to the sellers.
The court considered whether the failure to issue notices exempting sellers from disclosure obligations under section 708A of the Corporations Act and the sellers' subsequent non-compliance with sections 707(3) and 727(1) rendered the sales of shares invalid. The court also examined whether relief from civil liability could be granted to the sellers under section 1322 of the Act. The court found that the failure to issue notices did not invalidate the sales of shares and granted relief from civil liability to the sellers. The court held that the failure to comply with disclosure requirements did not render the sales invalid and that the sellers were entitled to relief from civil liability under section 1322 of the Act.
The court declared that sales of shares were not invalid by reason of the failure to issue disclosure notices and the sellers' non-compliance with disclosure requirements. The court also granted relief from civil liability to the sellers. The plaintiff was ordered to serve the orders on the Australian Securities and Investments Commission, which was to include the orders on its database. The plaintiff was further ordered to publish an announcement on the Australian Securities Exchange, including a copy of the orders. The class of securities 'WGL' was to be reinstated on the Australian Securities Exchange. Any person who claimed to have suffered substantial injustice or was likely to suffer substantial injustice by the making of the orders had the liberty to apply to vary or discharge them within 28 days of the reinstatement of the class of securities 'WGL' and the publication of the orders on the Australian Securities Exchange and the Australian Securities and Investments Commission websites. No order was made as to costs.
The court considered whether the failure to issue notices exempting sellers from disclosure obligations under section 708A of the Corporations Act and the sellers' subsequent non-compliance with sections 707(3) and 727(1) rendered the sales of shares invalid. The court also examined whether relief from civil liability could be granted to the sellers under section 1322 of the Act. The court found that the failure to issue notices did not invalidate the sales of shares and granted relief from civil liability to the sellers. The court held that the failure to comply with disclosure requirements did not render the sales invalid and that the sellers were entitled to relief from civil liability under section 1322 of the Act.
The court declared that sales of shares were not invalid by reason of the failure to issue disclosure notices and the sellers' non-compliance with disclosure requirements. The court also granted relief from civil liability to the sellers. The plaintiff was ordered to serve the orders on the Australian Securities and Investments Commission, which was to include the orders on its database. The plaintiff was further ordered to publish an announcement on the Australian Securities Exchange, including a copy of the orders. The class of securities 'WGL' was to be reinstated on the Australian Securities Exchange. Any person who claimed to have suffered substantial injustice or was likely to suffer substantial injustice by the making of the orders had the liberty to apply to vary or discharge them within 28 days of the reinstatement of the class of securities 'WGL' and the publication of the orders on the Australian Securities Exchange and the Australian Securities and Investments Commission websites. No order was made as to costs.
Details
Key Legal Topics
Areas of Law
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Corporate Law & Governance
Legal Concepts
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Unconscionable Conduct
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Res Judicata
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Civil Penalty
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Relief from Liability
Actions
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Statutory Material Cited
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