Coats & Ors v Southern Cross Airlines Holdings Ltd (In Liq) & Barber

[1998] QCA 125

Queensland Court of Appeal

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Interrogate

Catchwords

1. Corporations
2. › Winding up
3. › Liquidator
4. › Duties and powers
5. › Fiduciary duty to contributories
6. › Whether duty extends to notifying contributories of personal claims against third parties unrelated to winding up
7. › Corporations Law, ss 447(2), 479(3), 535(1)
1. Corporations
2. › Winding up
3. › Liquidator
4. › Court directions under s 479(3)
5. › Scope of power to give directions
6. › Whether direction must relate to matters arising under the winding up
7. › Whether court may direct liquidator to act outside scope of winding up functions
8. › Corporations Law, s 479(3)
1. Corporations
2. › Winding up
3. › Liquidator
4. › Court directions under s 479(3)
5. › Whether direction is an appealable order
6. › Whether direction affecting rights of third parties constitutes a judgment or order
7. › Corporations Law, s 479(3)
8. › Supreme Court of Queensland Act 1991, ss 29, 69
1. Corporations
2. › Winding up
3. › Liquidator
4. › Qualified privilege
5. › Whether court direction can expand liquidator's duties so as to bring statement within qualified privilege
6. › Corporations Law, s 535(1)

Quick Take

A liquidator has no duty, fiduciary or otherwise, to notify contributories of potential personal claims against former directors and auditors that are unrelated to the winding up. The court's power under s 479(3) of the Corporations Law to direct a liquidator is limited to matters arising under the winding up and cannot be used to expand the liquidator's duties so as to bring potentially defamatory statements within the qualified privilege afforded by s 535(1). A direction under s 479(3) that imposes obligations or affects the rights or interests of persons is an appealable order.