Australasian Memory Pty Ltd v Brien

ORDERS VID 979 of 2023 IN THE MATTER OF STANLEY ASPHALT PTY LTD (ADMINISTRATOR APPOINTED) ACN 605 492 082, STANLEY ASPHALT P&E PTY LTD (ADMINISTRATOR APPOINTED) ACN 615 328 562, STANLEY ENTERPRISES HOLDINGS PTY LTD (ADMINISTRATOR APPOINTED) ACN 608 000 479, STANLEY MACADAM PTY LTD (ADMINISTRATOR APPOINTED) ACN 600 901 040, STANLEY MACADAM COMPANY AUSTRALIA PTY LTD (ADMINISTRATOR APPOINTED) ACN 160 429 363, STANLEY RESOURCE RECOVERY PTY LTD (ADMINISTRATOR APPOINTED) ACN 632 032 118, STANLEY ROAD SEALING PTY LTD (ADMINISTRATOR APPOINTED) ACN 628 758 010 AND STANLEY ROADSIDE SOLUTIONS PTY LTD (ADMINISTRATOR APPOINTED) ACN 624 723 459

STEPHEN ROBERT DIXON IN HIS CAPACITY AS ADMINISTRATOR OF STANLEY ASPHALT PTY LTD (ADMINISTRATOR APPOINTED) ACN 605 492 082, STANLEY ASPHALT P&E PTY LTD (ADMINISTRATOR APPOINTED) ACN 615 328 562, STANLEY ENTERPRISES HOLDINGS PTY LTD (ADMINISTRATOR APPOINTED) ACN 608 000 479, STANLEY MACADAM PTY LTD (ADMINISTRATOR APPOINTED) ACN 600 901 040, STANLEY MACADAM COMPANY AUSTRALIA PTY LTD (ADMINISTRATOR APPOINTED) ACN 160 429 363, STANLEY RESOURCE RECOVERY PTY LTD (ADMINISTRATOR APPOINTED) ACN 632 032 118, STANLEY ROAD SEALING PTY LTD (ADMINISTRATOR APPOINTED) ACN 628 758 010 AND STANLEY ROADSIDE SOLUTIONS PTY LTD (ADMINISTRATOR APPOINTED) ACN 624 723 459 Plaintiffs

order made by: O'BRYAN J DATE OF ORDER: 23 NOVEMBER 2023

1. Pursuant to s 439A(6) of the Corporations Act 2001 (Cth) (Corporations Act), the convening period defined in s 439A(5)(b) of the Act in respect of the following entities: (a) Stanley Asphalt Pty Ltd (Administrator Appointed) ACN 605 492 082; (b) Stanley Asphalt P&E Pty Ltd (Administrator Appointed) ACN 615 328 562; (c) Stanley Enterprises Holdings Pty Ltd (Administrator Appointed) ACN 608 000 479; (d) Stanley Macadam Pty Ltd (Administrator Appointed) ACN 600 901 040; (e) Stanley Macadam Company Australia Pty Ltd (Administrator Appointed) ACN 160 429 363; (f) Stanley Resource Recovery Pty Ltd (Administrator Appointed) ACN 632 032 118; (g) Stanley Road Sealing Pty Ltd (Administrator Appointed) ACN 628 758 010; (h) Stanley Roadside Solutions Pty Ltd (Administrator Appointed) ACN 624 723 459; (collectively referred to as the Companies) be extended to midnight on 5 January 2024.
2. Pursuant to s 447A(1) of the Act, Pt 5.3A of the Corporations Act is to operate in relation to the Companies as if the meeting of creditors of the Companies required by s 439A of the Act may be held at any time during the period comprising the convening period as extended by order 1 above and the period of five business days thereafter, notwithstanding the provisions of s 439A(2) of the Corporations Act, provided that the requirements of r 75-225 of the Insolvency Practice Rules (Corporations) 2016 (Cth) (Rules) are complied with in respect of the convening of such meeting.
3. Liberty is granted to the Plaintiffs to apply for a further extension of the convening period.
4. Liberty to apply is granted to any person, including any creditor of the Companies, who can demonstrate sufficient interest to modify or discharge these orders, on the giving of two days' written notice to the Plaintiffs.
5. By 27 November 2023, the Plaintiffs give notice of this Order to the Companies' creditors by: (a) uploading a copy of this Order onto the website https://portal.hamiltonmurphy.com.au/; and (b) sending a circular letter to each of the Companies' creditors: (i) by email in respect of those creditors who have informed the plaintiffs that their email is their preferred method of communication' and (ii) by post to all other known creditors.
6. The Plaintiffs' costs of and incidental to this application are costs in the administration of the Companies. Note: Entry of orders is dealt with in Rule 39.32 of the Federal Court Rules 2011.

Introduction 1 On 27 October 2023, Mr Stephen Dixon of Hamilton Murphy Advisory (the Administrator) was appointed administrator of eight companies (the Companies) that together form part of the Stanley Group, pursuant to s 436A of the Corporations Act 2001 (Cth) (Act). 2 By originating process dated 21 November 2023, the Administrator applied (in his capacities as the administrator of each of the Companies) to extend the convening period for the second meeting of creditors of the Companies pursuant to s 439A(6) of the Act. The Administrator also sought various ancillary orders in relation to the conduct of the administrations of the Companies. 3 The application was supported by an affidavit sworn by the Administrator and dated 22 November 2023, an affidavit affirmed by Hayley Warren of Law Squared (the solicitor for the Administrator) and dated 22 November 2023, and a written outline of submissions dated 22 November 2023. 4 The application was heard on 23 November 2023. Creditors were notified of the application, and the date and time of the hearing. No person appeared before me in opposition to it. At the hearing, I made orders in substantially the form sought by the Administrator. These are my reasons for making those orders.

Background 5 The Companies were each incorporated in Queensland at different times in the period between 2014 and 2019. Henry Edward Stanley is the sole director of each of the Companies. The Companies form part of a group of companies comprising the Stanley Macadam Group, which operates and trades in the road construction and asphalt-making industry. 6 On 27 October 2023, as stated above, the Administrator was appointed in respect of each of the Companies by their director, Mr Stanley. 7 The Administrator of the Companies was also appointed administrator of three other companies that form part of the Stanley Macadam Group. These companies are not, however, the subject of the present application. In his affidavit, the Administrator deposes that, at the time of his appointment to the Companies, and for the duration of the administration, only one has continued to trade, providing labour hire in respect of two personnel to a related entity. 8 On 31 October 2023, the Administrator circulated a notice to creditors of his appointment. On 8 November 2023, the Administrator concurrently conducted the first meeting of creditors of each of the Companies. Unless extended, the convening period for the Companies will expire on 24 November 2023. 9 In his affidavit, the Administrator deposes to the steps undertaken by him in the administrations to date, and to the current position of each of the Companies. Relevantly to the present application, the Administrator deposes the following. (a) Only four of the eight Companies have any assets at all and these are limited, comprising small amounts of cash on hand, debtor retentions, and (in the case of one company) two term deposits. (b) The Companies variously have outstanding liabilities to trade creditors, employees, the Australian Tax Office (ATO) and other unsecured creditors. (c) With respect to the amounts owed to the ATO, the Administrator deposes that he has contacted the ATO on several occasions to request copies of documents relating to the Companies' tax liabilities and correspondence with the ATO, as well as access to the ATO Business Portal for each of the Companies. As at the date of his affidavit, the Administrator had yet to receive the documents requested from the ATO or access to the ATO Business Portal for each of the Companies. As a result, he has been unable to determine the extent of the liability owing to the ATO by the Companies. (d) Registered security interests are held in respect of each of the Companies by various third parties, some of which are cross-securitised against several entities within the Stanley Macadam Group. The Administrator has notified all security interest holders of his appointment and has requested information regarding the debts giving rise to the alleged security interests. As at the date of his affidavit, the Administrator has not received responses from all security interest holders. From the responses received, it is apparent that a number of registered security interests have been discharged. (e) The sole director of the Companies, Mr Stanley, has not yet provided the Administrator with access to the books and records of three of the Companies. (f) At the date of the Administrator's appointment, there were four legal proceedings on foot with respect to some of the Companies and their sole director, Mr Stanley. (i) On 13 June 2023, ZCQ Group Pty Ltd (ZCQ) commenced proceedings against Stanley Asphalt Pty Ltd (Stanley Asphalt) and its director, Mr Stanley, in the District Court of Queensland for the recovery of monies owing. On 31 July 2023, ZCQ obtained default judgment against that company. On 5 October 2023, Stanley Asphalt filed an application to set aside the default judgment. Judgment on the application was due to be delivered on 30 October 2023. As a result of the Administrator's appointment, those proceedings as against Stanley Asphalt were stayed pursuant to s 440D of the Act. The proceedings brought against Mr Stanley are ongoing. (ii) On 27 September 2023, ZCQ commenced winding up proceedings against Stanley Asphalt in the Supreme Court of Queensland. Those proceedings were listed for hearing on 31 October 2023, and subsequently adjourned to 28 November 2023 pursuant to s 440A of the Act. (iii) On 3 October 2023, Fundit Limited commenced winding up proceedings in the Supreme Court of Victoria against Stanley Asphalt and two other Companies, Stanley Enterprises Holdings Pty Ltd and Stanley Macadam Pty Ltd (Stanley Macadam), in respect of a single debt cross-securitised across each of those entities. These proceedings were listed for hearing on 1 November 2023 and were adjourned by consent to 29 November 2023. (iv) On 3 October 2023, Civforce Traffic Management Pty Ltd commenced winding up proceedings in the Federal Court of Australia against Stanley Macadam. The proceedings were listed for hearing on 7 November 2023 but were subsequently adjourned by consent of Civforce Traffic Management Pty Ltd. (g) On 10 November 2023, the Administrator received a draft proposal for a "pooled" deed of company arrangement (DOCA) in respect of the Companies from their sole director, Mr Stanley. The Administrator sought a declaration from Mr Stanley as to his assets and liabilities in order to confirm Mr Stanley's ability to fund the proposed DOCA. Mr Stanley has yet to provide a substantive response to that request. The Administrator's own inquiries using publicly available records reveal that Mr Stanley has limited assets. A revised DOCA proposal was put forward by Mr Stanley on 22 November 2023. A copy of this proposal is annexed to the affidavit of Ms Warren, which was provided to creditors. 10 The present application was filed late on 21 November 2023. All known creditors and other interested parties, including the parties to the extant litigation involving some of the Companies, were initially notified in writing by the Administrator about his intention to file an application to extend the convening period. Creditors were subsequently notified of the date and time of the hearing, and provided with access to the materials filed in support of the application. Those materials were also served on the Australian Securities and Investments Commission. 11 One of the parties to the extant proceedings against Stanley Asphalt, ZCQ, expressed opposition to the application in correspondence from its legal representative to the Administrator's solicitor. That opposition was on the basis that the extension of the convening period sought was unjustified, and the circumstances in which the application has been brought were prejudicial to creditors (in particular, where the application was brought at short notice in the Victorian Registry of the Federal Court and not the Supreme Court of Queensland, where proceedings are ongoing). ZCQ did not seek to appear, however, before this Court on the application. 12 Another party in one of the extant proceedings against Stanley Macadam expressed concern in relation to the terms of the revised DOCA put forward by Mr Stanley. It did not, however, seek to be heard on this application.

Applicable principles 13 Section 439A(1) of the Act requires the administrator of a company under administration to convene a meeting of creditors within the convening period as fixed by s 439A(5), unless extended by the Court under s 439A(6). The meeting must be held within five business days before, or within five business days after, the end of the convening period: s 439A(2). Section 439(5) sets out the length of the convening period in particular circumstances: in the present case, the convening period was 20 business days. 14 Section 439A appears in Pt 5.3A of the Act, the overall object of which (as stated in s 435A) is to maximise the chances of the company involved or its business continuing in existence or achieving a better return for the company's creditors and members that would otherwise be achieved by an immediate winding up. 15 The purpose of the second meeting of creditors required by s 439A is to consider the company's future. Section 439C provides that at a meeting convened under s 439A, the creditors may resolve that: the company execute a deed of company arrangement; the administration end; or the company be wound up. 16 The principles relevant to an application to extend the convening period were summarised by Middleton J in Strawbridge, in the matter of Virgin Australia Holdings Ltd (Administrators Appointed) (No 2) [2020] FCA 717; 144 ACSR 347 (Virgin Australia (No 2)) at [64]-[65]. They can be stated as follows. (a) In making an order to extend the convening period, the Court must reach an appropriate balance between an expectation that the administration will be relatively speedy and summary, and the countervailing factor that undue speed should not be allowed to prejudice sensible and constructive actions directed to maximising a return for creditors: Virgin Australia (No 2), citing Mann v Abruzzi Sports Club Ltd (1994) 12 ACSR 611 (Young J); Re Diamond Press Australia Pty Ltd [2001] NSWSC 313 at [10] (Barrett J). (b) The categories of cases in which it may be appropriate to grant an extension include: Virgin Australia (No 2) at [65], citing Farnsworth v About Life Pty Ltd (Administrator Appointed), in the matter of About Life Pty Ltd [2019] FCA 11 (About Life) at [3]-[8] (Thawley J); Re Riviera Group Pty Ltd (Administrator Appointed) (Receiver and Manager Appointed) [2009] NSWSC 585; 72 ACSR 352 (Re Riviera) at [13] (Austin J) (and the cases cited therein): (i) where the size and scope of the business in administration is substantial; (ii) where the extension will allow sale of the business as a going concern; and (iii) more generally, where additional time is likely to enhance the return for unsecured creditors. (c) An extension of the administration period to facilitate either (or both of): (a) the sale of the business of the company as a going concern, so as to maximise the value of the company's assets; or (b) the progression and assessment of a DOCA proposal that may provide a better return to creditors than a winding up, are well-recognised examples of situations where the Court has extended the convening period: Virgin Australia (No 2) at [66], citing Mentha, in the matter of Hans Continental Smallgoods Pty Ltd (Administrator Appointed) [2008] FCA 1933 (Jacobson J); Re Riviera; Silvia, in the matter of Austcorp Group Ltd (Administrators Appointed) [2009] FCA 636 (Lindgren J); In the matter of Kavia Holdings Pty Ltd (Administrators Appointed) (Receivers and Managers Appointed) [2013] NSWSC 737 (Black J). Similarly, an extension may be appropriate where the administration has been hampered by a lack of access to corporate financial records: About Life at [6], citing Sims, in the matter of Destra Corporation Ltd [2008] FCA 2002 (Destra Corporation) (Emmett J); Fincorp Group Holdings Pty Ltd [2007] NSWSC 363; 62 ACSR 192 (Barrett J). (d) The opinion of the administrator as to the need for an extension will be given weight in an application of this kind: Virgin Australia (No 2) at [68], Owen in their capacity as joint and several administrators of Rivercity Motorway Pty Ltd (Administrators Appointed) (Receivers and Managers Appointed) v Madden (No 4) [2012] FCA 1491; 92 ACSR 255 at [26] (Logan J); In the matter of Belmont Sportsmans Club Co-Operative Ltd (Administrators Appointed) [2015] NSWSC 543 at [9] (Black J); Jahani, in the matter of Northern Energy Corporation Ltd (Administrators Appointed) (No 2) [2019] FCA 382 at [67] (Farrell J); Bumbak (Administrator), in the matter of Duro Felguera Australia Pty Ltd (Administrators Appointed) [2020] FCA 422 at [32] (Gleeson J). 17 In Mighty River International Ltd v Hughes (2018) 265 CLR 480, Nettle and Gordon JJ, referring to Re Riviera, observed (at [73]) with respect to the general approach that should be taken by the courts in applications of this kind: … Generally speaking, courts have been disposed to grant substantial extensions in cases where the administration has been complicated by, for example, the size and scope of the business, substantial offshore activities, large numbers of employees with complex entitlements, complex corporate structures and intercompany loans, and complex recovery proceedings, and, more generally, where the additional time is likely to enhance the return to unsecured creditors. Provided the evidentiary case for extension has been properly prepared, there has been no evidence of material prejudice to those affected by the moratorium imposed by the administration, and the administrator's estimate of time has had a reasonable basis, the courts have tended to grant extensions for the periods sought by administrators …

Consideration 18 There are two principal reasons for the extension sought. The first is to enable the Administrator to obtain access to information, and to undertake further investigations, in relation to the financial position of the Companies. That information includes: the books and records of three of the eight Companies that the sole director, Mr Stanley, has not yet provided; information regarding the Companies' tax affairs; and information from certain secured creditors regarding the security interests held by them. The second reason for the extension sought is to enable Mr Stanley to put forward a proposed DOCA for the creditors to consider, to obtain funding for that purpose, and to provide certain information to the Administrator in connection with that proposal (being a statement of Mr Stanley's personal assets and liabilities) to enable the Administrator to form a view in relation to it. 19 The Administrator submits that, without an extension of time to enable these things to occur, he will not be in a position to report to creditors of the Companies at the second creditors' meeting and to make a recommendation as to the Companies' future, which he is required to do by s 439A of the Act and r 75-225 of the Insolvency Practice Rules (Corporations) 2016 (Cth) (IPRC). Should an extension be refused, the Administrator intends to convene the second creditors' meeting for the purpose of adjourning it until a later date. The Administrator seeks to avoid the cost and burden of doing so. 20 As to the first stated basis for the extension sought, I accept that the grant of an extension to facilitate the collection of further information in relation to a company's affairs, in circumstances where the administrator has been hampered in his ability to access that information, is a proper basis for an extension: see Destra Corporation. In the present case, it is necessary for the Administrator to obtain information of the kind sought in order to form a complete and accurate picture of the Companies' financial affairs, and to enable the Administrator to make an informed recommendation to creditors regarding the Companies' future. That is especially so where the books and records presently available to the Administrator indicate that a number of secured liabilities have been cross-securitised across several of the Companies. Without a full set of books and records for each of the Companies, the Administrator's understanding of the Companies' financial positions is necessarily incomplete. I also accept that the provision of this information is, to a significant extent, beyond the Administrator's control in so far as he must rely on third parties to provide it. 21 With respect to the books and records of some of the Companies that is sought from their director, Mr Stanley, I find it surprising that such information has not yet been provided, having regard to Mr Stanley's obligation to assist the Administrator pursuant to s 438B of the Act, and where it is reasonable to assume that Mr Stanley would have ready access to the books and records of the relevant Companies as their sole director, and would be in a position to provide them to the Administrator in a short space of time. Moreover, it is especially important that the relevant books and records are provided as soon as possible to enable the Administrator to properly assess the DOCA proposed by Mr Stanley. Nonetheless, I have no reason to doubt the Administrator's efforts to secure that information, and the need to obtain it for the efficient administration of the Companies. I expect that the Administrator will take all necessary steps to do so. 22 As to the second stated basis for the extension sought, I am satisfied that it justifies the extension sought by the Administrator. A final DOCA proposal has now been put forward by Mr Stanley. A further period of time will allow the Administrator and creditors to assess and consider the proposal, and for the Administrator to make an informed recommendation to creditors as to whether it ought to be accepted. To the extent that it is still necessary, it will enable Mr Stanley to secure additional finance to fund the proposed DOCA. Moreover, the Administrator expresses the opinion that a pooled DOCA is likely to result in a better return for the Companies' creditors than the immediate winding up of the Companies, in circumstances where the Companies (with the exception of Stanley Macadam) are no longer trading and do not hold assets capable of being immediately realised. That opinion is, necessarily, preliminary in nature, having been proffered prior to the finalisation of Mr Stanley's DOCA proposal and prior to the completion of the Administrator's investigations into the Companies' financial affairs. Nonetheless, I give weight to the Administrator's considered opinion in that regard, and to his opinion that an extension of the convening period is necessary to maximise the prospects of obtaining the best result for creditors. 23 I am also satisfied that the length of the extension sought is appropriate and proportionate to the purposes for which it is sought. The order ultimately sought by the Administrator at the hearing of the application was to extend the convening period from 24 November 2023 until 5 January 2024. By contrast, the order sought in the originating process dated 21 November 2023, about which creditors were notified, was to extend to convening period from 24 November 2023 until 22 December 2023. At the hearing, the Administrator submitted that the second meeting of creditors would likely be convened five business days after the end of the convening period, as extended. He further submitted that it was unlikely, at this stage, that he would be able to call the meeting before the end of the extended convening period (subject to a "Daisytek" order being made, which I address below). If an extension were granted until 22 December 2023, the Administrator would be required to provide the report to creditors on 21 December 2023, and would convene the second meeting of creditors on 3 January 2024. The Administrator expressed concern that, given the time of year, this may prejudice creditors' ability to receive and review the report, and to attend the second meeting, particularly in circumstances where many of the Companies' creditors are trade creditors and their business operations are likely to be closed over the Christmas period. By contrast, an extension until 5 January 2024 would enable the report to be provided on 4 January 2024, and the meeting to be convened on 12 January 2024. These dates would better facilitate creditors' participation in the second meeting of creditors. I accept that, for the reasons articulated by the Administrator, an extension until 5 January 2024 would better serve the interests of creditors. I am also satisfied that the period of the extension will remain sufficiently brief, while ensuring that the purposes for which the extension was sought can be achieved. 24 Finally, I am satisfied that the extension sought would not cause prejudice to the Companies' creditors. It is relevant that all known secured and unsecured creditors and interested parties were notified of the proposed application (albeit only of the original extension sought, to 22 December 2023), only one creditor or interested party - ZCQ - expressed dissatisfaction with the extension sought (as opposed to other circumstances of the administration, such as Mr Stanley's revised DOCA proposal), and no creditors or interested parties sought to be heard on the application. While I take into account the views expressed by ZCQ, the matters raised do not outweigh the factors in favour of granting the extension sought. I am not satisfied that, in the present circumstances and on the material before me, the extension of the convening period itself would cause significant prejudice to the rights and interests of the Companies' creditors and other interested parties, having regard to the brevity of the extension sought, and the ability of the Companies' creditors to participate in the second meeting of creditors and in any vote regarding the DOCA proposal. In the event that prejudice arises to any creditor or interested party as a result of the extension granted, I have made an order granting liberty to apply to discharge or modify these orders to any person demonstrating a sufficient interest. 25 In these circumstances, I concluded that it was appropriate to make an order extending the convening period until 5 January 2024.

"Daisytek" order 26 The Administrator seeks an order pursuant to s 447A of the Act that Pt 5.3A operate in relation to the Companies such that the second meeting of creditors required by s 439A be held at any time during, or within five business days after the end of, the convening period as extended by the Court. This is colloquially known as a "Daisytek" order, named after the decision in In the matter of Daisytek Australia Pty Ltd (Administrators Appointed) [2003] FCA 575; 45 ACSR 446. 27 It is well-established that s 447A of the Act empowers the Court to make orders altering the times fixed by Pt 5.3A of the Act: Australasian Memory Pty Ltd v Brien (2000) 200 CLR 270 at [24] (Gleeson CJ, McHugh, Gummow, Hayne and Callinan JJ). An order in the form sought by the Administrator are "sensible and now almost routine": In the matter of LED Builders Pty Ltd (Administrators Appointed) [2008] NSWSC 633 at [2] (Austin J). It enables the Administrator to call the second meeting of creditors at an earlier time if it is appropriate and desirable to do so, thereby avoiding unnecessary delay and promoting the efficient conduct of the administration. Accordingly, I was satisfied that it was appropriate to make the order in the form sought.

Order for joint report to creditors 28 The Administrator also sought the following order: An order that the Administrator of the Companies is justified in preparing a joint Report to Creditors in accordance with Rule 75-225 of the [Insolvency Practice Rules (Corporations) 2016 (Cth)] with respect to the Companies. 29 Rule 75-225 of the IPRC requires, among other things, that, at least five business days before a meeting convened under s 439A of the Act, an external administrator (which relevantly includes an administrator) must provide to creditors a report about the company's business, property, affairs and financial circumstances. That report must also relevantly contain statements as to whether, in the administrator's opinion, it would be in the creditors' interests for the company to execute a deed of company arrangement, for the administration to end, or for the company to be wound up, together with the reasons for that opinion. 30 The order sought by the Administrator is a judicial direction pursuant to s 90-15 of the Insolvency Practice Schedule (Corporations), being sch 2 to the Act, that he is justified and acting reasonably in preparing a "joint Report to Creditors". It is unclear what is meant by a "joint Report to Creditors". One possibility is that a single report is prepared which addresses the affairs of the Companies and the administrator's opinion regarding their future on a consolidated basis, and which is distributed to the creditors of each of the Companies. Another possibility is that a report is prepared which addresses the affairs of the Companies and the administrator's opinion in respect of each on an individual basis, but that information is contained in a single document which is then distributed to the creditors of each of the Companies. Both alternatives stand in contradistinction to a report prepared for each entity individually. 31 At the hearing, I expressed my concern to the Administrator's representative regarding the vagueness of the proposed order, and the difficulties that could arise if the Administrator prepared a joint report of the first kind adverted to above; namely, a single report prepared on a consolidated basis could have the effect of obscuring the true financial position of the individual entities in circumstances where they each have very different asset and liability positions. The Administrator's representative indicated that the report contemplated by the proposed order was of the second kind, being a single report which addresses the affairs of each of the Companies individually. 32 At the hearing, I was not satisfied that it was appropriate to make the order and the Administrator did not ultimately press for the order. In my view, the form of the order is unacceptably vague. To the extent that the Administrator wishes to prepare a single report which addresses the affairs of each of the Companies individually, I consider that it is open on the terms of r 75-225 of the IPRC for the Administrator to do so, without the need for a confirmatory order of this Court.

Ancillary orders 33 The Plaintiffs sought the following ancillary orders: (a) An order granting liberty to the Plaintiffs to apply for a further extension of the convening period. (b) An order granting liberty to apply to any person, including any creditor of the Companies, who can demonstrate sufficient interest to modify or discharge these orders, on the giving of two days' written notice to the Plaintiffs. (c) An order requiring the Plaintiffs, by 27 November 2023, to give notice of the orders made by this Court on their application to the Companies' creditors by: (i) uploading a copy of this Order onto the website https://portal.hamiltonmurphy.com.au/; and (ii) sending a circular letter to each of the Companies' creditors: (A) by email in respect of those creditors who have informed the plaintiffs that their email is their preferred method of communication; and (B) by post to all other known creditors. (d) An order that the Plaintiffs' costs of and incidental to this application are costs in the administration of the Companies. 34 I was satisfied that it is appropriate to make these orders.

Conclusion 35 For the foregoing reasons, at the conclusion of the hearing of this application on 23 November 2023, I made an order extending the convening period of the administration of the Companies until 5 January 2024, and I made ancillary orders in relation to the conduct of the administration. I certify that the preceding thirty-five (35) numbered paragraphs are a true copy of the Reasons for Judgment of the Honourable Justice O'Bryan.