Moving to the front of the queue: prioritising and enforcing an administrator’s right to remuneration in a company wind-up
Account of profits and accessorial liability: the Federal Court gives guidance on both
An administrator appointed over a company is entitled to payment of his or her remuneration, expenses and costs incurred in carrying out the role. To that end, an administrator can be indemnified out of the company’s property and can hold a lien over that property to secure the indemnity if the company is subsequently wound up.
The Supreme Court has recently ruled on two questions arising from such a scenario: does the lien extend to all the company’s property, or only that which the administrator caused the company to hold? And where does the administrator’s indemnity rank with the company’s other debts?
Further clarity in the law of shareholder oppression
The Full Court of the Federal Court has recently determined an appeal relating to an order for an account of profits and a finding of accessorial liability for the conduct giving rise to those profits. The decision in Lifeplan Australia Friendly Society Ltd v Ancient Order of Foresters in Victoria Friendly Society Limited  FCAFC 74 is noteworthy for the way in which it enunciates and applies the principles relating to the remedy of an account of profits, and discusses the distinction, and whether there is a distinction at all, between the equitable and the statutory tests for accessorial liability.
Setting aside a statutory demand — with proper material
Shareholder oppression cases require a careful consideration of the circumstances in which the complaining shareholder has brought its claim. This is true in the context of closely-held, family-run businesses. The recent Victorian Supreme Court case of Peter Exton & Anor v Extons Pty Ltd & Ors illustrates such a scenario, and the Court’s decision is noteworthy for its exploration of a number of important factors in shareholder oppression cases.
When applying to set aside a statutory demand, one of the ways to do so is to show the existence of a ‘genuine offsetting claim’. The recent Federal Court decision in Gucce Holdings Pty Ltd v Bank of Queensland Limited illustrates a set-aside application made on such grounds, and is worth noting for the interface it has with the law of evidence and parties’ procedural obligations.