Wentworth Metals Group Pty Ltd v Leigh and Owen (as liquidators of Bonython Metals Group Pty Ltd): in the matter of Bonython Metals Group Pty Ltd (In liq)

Wentworth Metals Group Pty Ltd (WMG) and Mr John Hillam and Ms Sarabol Teeranukul (the second plaintiffs) sought to appeal a decision of the liquidators of Bonython Metals Group Pty Ltd (BMG) to sell BMG's interest in a joint venture to Carpentaria Exploration Ltd. The plaintiffs also sought leave to appeal out of time, as the proceedings were commenced outside the 21-day time period specified by rule 14.1(2) of the Corporations Rules. The plaintiffs argued that the liquidators’ decision was unreasonable and did not represent the best price for the asset being sold. The court considered whether it had the power to review the liquidators' decision under s 1321 of the Corporations Act 2001 (Cth) and whether a serious question to be tried existed. The court also considered whether the balance of convenience lay with the plaintiffs.

The court found that the power of the court to review a liquidator's decision under s 1321 of the Act is limited to circumstances where the liquidator was acting unreasonably or in bad faith. The court held that the liquidators' decision to sell BMG's interest in the joint venture was not unreasonable, as it was supported by evidence and the liquidators had considered all relevant factors. The court also found that the plaintiffs had not established a serious question to be tried, as they had not provided sufficient evidence to support their claim that the liquidators' decision was unreasonable. The court further held that the balance of convenience did not lie with the plaintiffs, as the liquidators had already accepted an offer for BMG's interest in the joint venture and the sale was in the best interests of BMG's creditors. Consequently, the plaintiffs' application for interlocutory injunctive relief was dismissed, and the plaintiffs were ordered to pay the defendants' costs.