HEALTH and LIFE CARE LTD v SOUTH AUSTRALIAN ASSET MANAGEMENT CORPORATION No. SCGRG 95/251 Judgment No. 5181 Number of pages - 13 Corporations - winding up (1995) 13 ACLC 1148, (1995) 18 ACSR 153 (1995) 65 SASR 48

(1995) 65 SASR 48; [1995] SASC 5181

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Interrogate

Catchwords

1. Corporations
2. › Winding up
3. › Meetings of creditors
4. › Voting by secured creditors
5. › Whether voting on the voices constitutes voting 'in respect of' whole debt or claim
6. › Whether deemed surrender of security
7. › Corporations Regulations, reg 5.6.24(3)
1. Corporations
2. › Winding up
3. › Secured creditors
4. › Surrender of security
5. › Deemed surrender by voting at creditors' meeting
6. › Distinction between voting on voices and voting on poll
7. › Corporations Regulations, regs 5.6.19-5.6.24
1. Corporations
2. › Winding up
3. › Meetings of creditors
4. › Proof of debt
5. › Whether secured creditor required to lodge formal proof of debt to vote
6. › Whether informal particulars sufficient to engage reg 5.6.24
7. › Corporations Regulations, regs 5.6.23, 5.6.24
1. Corporations
2. › Winding up
3. › Regulations
4. › Validity of subordinate legislation
5. › Whether reg 5.6.24(3) within regulation-making power
6. › Corporations Law, s 22(f), (h)

Quick Take

A secured creditor who votes on the voices or by show of hands at a meeting of creditors does not vote 'in respect of' its whole debt or claim within reg 5.6.24(3), and therefore is not deemed to have surrendered its security. The concept of voting 'in respect of' a debt has meaning only where the value of the debt is relevant, which occurs only on a poll. Reg 5.6.24(3) is valid subordinate legislation within the regulation-making power of s 22 of the Corporations Law.