RE NORTHERN IRON PTY LTD (ADMINISTRATORS APPOINTED) (RECEIVERS AND MANAGERS APPOINTED); EX PARTE WHITE AND WOODHOUSE as joint and several receivers and managers of NORTHERN IRON PTY LTD (ADMINISTRATORS APPOINTED) (RECEIVERS AND MANAGERS APPOINTED) [2025] WASC 464 (4 November 2025)

(a) an affidavit of Hayden Leigh White, the first plaintiff and one of the Company's receivers and managers, filed 8 October 2025; and

(b) an affidavit of Richard Johnson, a partner at Ashurst Australia, the solicitors for the plaintiffs, filed 9 October 2025.

1. I have also had the significant benefit of a written outline of submissions, as well as oral submissions from senior counsel who appeared before me today.
2. The administrators of the Company and the deed proponent have both appeared at today's hearing and indicated that they consent to the orders sought by the plaintiffs.

1. The Company is a privately owned mining company and has less than 50 shareholders. Its primary business is the production of high-grade magnetite concentrate (Product) from the Warrego Rehabilitation Project, located within the Warrego Mine site, near Tennant Creek in the Northern Territory (Project).[1]
2. On 10 August 2023, the Company entered into two agreements with Cargill International Trading Pte Limited (Cargill) to fund the development and operation of the Project and sale of its Product, being:[2]

(a) a Prepayment Advance Facility Agreement, pursuant to which Cargill provided loan funds of approximately $US21.05 million to the Company (Facility Agreement); and

(b) an offtake agreement, dated 10 August 2023, pursuant to which Cargill agreed to purchase the Product from the Company. The Company and Cargill agreed to set off amounts payable in respect of such purchases against amounts owing under the Facility Agreement

1. Under the Funding Agreements, the Company granted Cargill a security interest in its present and future property and its mining tenements.[3]
2. On 12 April 2025, the Company's directors resolved to appoint voluntary administrators to the Company, and Stuart Reid and Samantha Sellahewa of Rodgers Reidy were appointed as the joint and separate administrators of the Company (Administrators). Immediately prior to this date, the Company took steps to stand down operations at the Project.[4]
3. Shortly afterwards, on 14 April 2025, Cargill appointed the plaintiffs as joint and several receivers and managers of the Company.[5]
4. On 21 May 2025, on the application by the Administrators, Justice Banks-Smith made orders extending the convening period of the second creditors' meeting from 22 May 2025 to 24 November 2025.[6]
5. The second creditors' meeting of the Company was held on 7 October 2025. At this meeting, the Company's creditors resolved to enter into a DOCA on the terms proposed by AG River Energy Pty Ltd, as set out in the Administrators' report dated 26 September 2025.[7]
6. One of the conditions precedent of the DOCA is that approval of the court is obtained pursuant to s 444GA of the Act to transfer all of the Company's shares to the deed proponent or its nominee. The DOCA proposes that the plaintiffs file the application rather than the Administrators. If the plaintiffs' application fails, an application is to be filed by the Administrators.[8]
7. Mr White's evidence is that the plaintiffs have taken an active role in the Company as receivers and managers, as they have, in addition to their control of the Company's property, managed its business and run the sales process.[9] Mr White says that, as a consequence, the plaintiffs have sufficient familiarity with the structure of the DOCA, the Project, the Company's operations and assets, and the financial and timing consequences of any delay in the transfer of the Company's shares to the Deed Proponent.[10] For these reasons, it is contended that the plaintiffs should have the carriage of the s 444GA application and not the Administrators.

Should the order sought by the plaintiffs under s 447A be made?

The Court may make such order as it thinks appropriate about how this Part is to operate in relation to a particular company.

1. Under this section, orders can be made as to how pt 5.3A is to operate 'in relation to a particular section'. It is recognised to be a broad power that should not be read down.[11]
2. I accept that the plaintiffs, as receivers and managers of the Company, have standing under s 447A(4)(f) to make this application as interested persons.[12]
3. For the following reasons, I consider it is appropriate to make the orders sought by the plaintiffs.
4. First, the order sought by the plaintiffs is relatively minor and does not, in my view, impact the rights of creditors or any other party.[13] All that is sought by the plaintiffs is permission for the plaintiffs to bring the s 444GA application that is required to implement the DOCA. These orders do not attempt to negate any feature of pt 5.3A of the Act and in fact, in my view, will aid the resolution of the Company's external administration.
5. Second, granting the relief sought by the plaintiffs is, in my view, consistent with the objects of pt 5.3A of the Act, as it will facilitate the transfer of shares under the proposed terms of the DOCA and assist in finalising the external administration of the Company.
6. Third, I accept Mr White's evidence that given their significant involvement in the Company's operations since their appointment, the plaintiffs are in a better position than the Administrators to bring an application under s 444GA(1) of the Act.

1. For these reasons, I consider it is appropriate to make orders in terms of the plaintiffs' minute of proposed orders dated 10 October 2025, subject to the amendment discussed in relation to order 1.

I certify that the preceding paragraph(s) comprise the reasons for decision of the Supreme Court of Western Australia.

[1] Affidavit of Hayden Leigh White filed 8 October 2025 [11] - [12], 'HLW-2'.

[2] Affidavit of Hayden Leigh White filed 8 October 2025 [20].

[3] Affidavit of Hayden Leigh White filed 8 October 2025 [21].

[4] Affidavit of Hayden Leigh White filed 8 October 2025 [15] - [16], 'HLW-3'.

[5] Affidavit of Hayden Leigh White filed 8 October 2025 [19], 'HLW-5'.

[6] Affidavit of Hayden Leigh White filed 8 October 2025 [24] - [25], 'HLW-6'.

[7] Affidavit of Hayden Leigh White filed 8 October 2025 [28] - [29]; Affidavit of Richard Johnson filed 9 October 2025, 'RJ-1'.

[8] Affidavit of Hayden Leigh White filed 8 October 2025 [27(c)].

[9] Affidavit of Hayden Leigh White filed 8 October 2025 [31] - [35], 'HLW-7'.

[10] Affidavit of Hayden Leigh White filed 8 October 2025 [37].

[11] Australian Memory Pty Ltd v Brien [2000] HCA 30; (2000) 200 CLR 270 [17].

[12] Allatech Pty Ltd v Construction Management Group Pty Ltd [2002] NSWSC 293 [20].

[13] Colwell (Deed Administrator), in the matter of Wealth Mining Pty Ltd (Subject to Deed of Company Arrangement) v Wealth Resources Pty Ltd [2021] FCA 857 [20].