The Court declined to declare an equitable charge over a mortgage book arising from informal conversations between directors, holding that the fluctuating nature of the asset made it unsuitable for a fixed charge and that the terms were too vague for specific performance, even though the money had been advanced. Holdings was wound up on the just and equitable ground under s 461(1)(k) of the Corporations Act 2001 because the complete breakdown in trust and cooperation between the two surviving director-shareholders rendered the quasi-partnership unworkable. The grant of probate to the two warring executors was revoked and the testator's widow appointed administratrix cta, the Court noting that while a testator's choice of executor is not lightly set aside, the inability of the executors to cooperate jeopardised proper administration of the estate.
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