Is market value sufficient proof of reasonably equivalent value for purposes of the good-faith-for-value defense under Texas law? The U.S. Court of Appeals for the Fifth Circuit certified that question to the Texas Supreme Court on June 30, 2015, after vacating its earlier decision in Janvey v. The Golf Channel, Inc., 2015 WL 3972216, at *3 (5th Cir. June 30, 2015).

BACKGROUND

Westnet concerned an application under section 511 of the Corporations Act 2001 by a liquidator in a members’ voluntary winding-up, involving 10 related companies.

In underlying facts described by the Court as “very odd”, the court was asked to determine two questions:

BACKGROUND

A fruit and vegetable supplier supplied the defendants’ company with fruit and vegetables over a number of years.  The defendants, who were brothers, were the directors of the company to whom the fruit and vegetables were supplied.

The company fell behind in its payments to the fruit and vegetable supplier.  A guarantee was provided by the brothers in order to secure the payment of debts owed by their company and ensure further supply.

BACKGROUND

Stephanie Roebuck As Executor Of The Deceased Estate Of Suzanne Florence Bulwinkel (Roebuck) served Bulwinkel Enterprises Pty Ltd (Bulwinkel) with a statutory demand for the payment of $990,377.63 monies owing in connection with an unpaid trust distribution and loan between the parties. 

BACKGROUND

Background

Coin Co International PLC (Administrators Appointed) (Coin Co) was a company incorporated in the UK which conducted a cash services business in the UK and a global currency exchange business in various countries, including Australia.

WHAT HAPPENED?

On 4 February 2013, Stansfield DIY Wealth Pty Ltd (in liquidation) was wound up, and a liquidator was appointed. At that time, the only function of the company was acting as trustee of a self-managed superannuation fund. It had no assets or liabilities, save in its capacity as trustee of the super fund.

BACKGROUND

Mr Featherstone was recorded as director of Ashala Pty Ltd (Ashala) from 10 March 2004 to 7 October 2005 and from 28 November 2005 to 12 December 2005. Ashala occupied premises which Mr Featherstone owned as trustee for his family trust.

On 7 October 2005, Mr Featherstone agreed to transfer his shares in Ashala and two other related companies to Ms Kristy Marks and for Ms Marks to become the sole director of the three companies. This agreement was recorded in an “agreement letter” and ASIC was notified accordingly.

Following the Dec. 8 publication by the American Bankruptcy Institute (“ABI”) Commission to Study the Reform of Chapter 11 of a report (the “Report”) recommending changes to Chapter 11 of the Bankruptcy Code (“Code”),[1] we continue to analyze the proposals contained in the ABI’s 400-page Report. One proposal we wanted to immediately highlight would, if adopted, significantly increase the risk profile for secured lenders.

The Federal Court has recently handed down a decision that clarifies the power of receivers to administer trust property under a debenture. In Benton, in the matter of Mackay Rural Pty Ltd (Receivers and Managers Appointed) [2014] FCA 1285, the Federal Court confirmed that section 420 of the Corporations Act 2001 (“the Act”) confers upon receivers a power to dispose of trust property, provided that this is necessary for the purpose for which they have been appointed.

FACTS