IN THE HIGH COURT OF NEW ZEALAND AUCKLAND REGISTRY

I TE KŌTI MATUA O AOTEAROA TĀMAKI MAKAURAU ROHE	
CIV-2020-404-1073

[2020] NZHC 2531	

UNDER THE	Companies Act 1993	
IN THE MATTER OF	an application under section 250 of the
Companies Act 1993 for an order that the liquidation of SNAKK MEDIA LIMITED (in liquidation) be terminated and an
application for directions as to service	
BETWEEN	CLIVE ROBERT BISH and GARETH
RUSSELL HOOLE as liquidators of SNAKK MEDIA LIMITED (in liquidation) Plaintiffs	

Hearing:	18 September 2020	
Appearances:	JRF Cochrane for the Plaintiffs	
Judgment:	28 September 2020	

RESERVED JUDGMENT OF ASSOCIATE JUDGE SMITH

This judgment was delivered by me on 28 September 2020 at 4pm

……………………………………….
Registrar/Deputy Registrar

Solicitors:
Stace Hammond, Auckland

Snakk Media Ltd (in liq) [2020] NZHC 2531 [28 September 2020]

[1]	Mr Bish and Mr Hoole are the liquidators of a listed company called Snakk Media Ltd (in liquidation) (“Snakk”). Mr Bish and Mr Hoole, who I will refer to as “the liquidators”, were appointed by resolution of Snakk’s shareholders on 14 March 2019.

[2]	The liquidators now apply for an order under s 250 of the Companies Act 1993 (the Act) terminating the liquidation. They also ask for an order dispensing with service of the proceeding.

[3]	Two affidavits were filed in support of the applications. First, there is an affidavit of Mr Hoole, one of the liquidators. The other affidavit has been provided by Mr Sean Joyce, an Auckland solicitor. Mr Joyce is also a principal of CM Partners Limited, an accredited NZX Main Board sponsor and a capital markets advisory firm.

[4]	On 28 July 2020 and 16 September 2020 I issued Minutes seeking further assistance from counsel for the liquidators. Mr Cochrane submitted a memorandum for the liquidators on 3 August 2020, and I heard from counsel in chambers on 18 September 2020.

Background

[5]	Snakk was incorporated on 24 November 2010. Its principal business was that of a listed investment holding company. It had a trading subsidiary incorporated in Australia, Snakk Media Pty Limited (Snakk Media), and a non-trading subsidiary in Singapore.

[6]	Snakk Media offered geographical and audience-based app advertising solutions which provided its clients with analytic data based on consumer movement and behaviour. Snakk Media was placed in voluntary administration in late 2018, and later put into liquidation.

[7]	Snakk raised capital via the market in New Zealand, and then lent the money to Snakk Media. Snakk’s trading activities do not appear to have extended beyond raising capital and funding Snakk Media.

[8]	In 2013 Snakk was listed on the alternative market (NZAX) operated by the New Zealand Stock Exchange (NZX). NZX then launched the NXT market, which focussed on smaller, high growth companies. Snakk’s board decided to migrate the company’s listing from the NZAX to the NXT market, with effect from 5 November 2015.

[9]	Trading in Snakk shares was halted on 30 November 2018, and suspended indefinitely on 7 December 2018 when Snakk failed to lodge its first-half financial statements. At the time of the suspension, Snakk had 1,391 shareholders.

[10]	In 2018, NZX decided to discontinue the NXT market, effective from 1 July 2019. From that date, the NZX Main Board market was deemed to be the successor market to the NXT market. The result was that Snakk’s (suspended) listing migrated to the NZX Main Board market. Snakk remains subject to the NZX Listing Rules.

[11]	There being no effective business available to continue through Snakk, on 7 February 2019 Snakk’s sole director, Mr Peter James, resolved to put Snakk into voluntary administration. The liquidators were appointed administrators.

[12]	The voluntary administration did not last long. The liquidators were appointed as such on 14 March 2019, at a watershed meeting of Snakk’s creditors.

[13]	Snakk’s primary asset is a significant debt due to it by Snakk Media. The liquidators have contacted the Australian liquidators of Snakk Media, and have ascertained that there are no assets in Snakk Media available to meet the debt owing to Snakk. The liquidators have monitored the situation over the past six months, and they have concluded that there is no realistic prospect of making any recovery at this time.

[14]	The liquidators’ first report in the liquidation of Snakk showed secured creditors estimated at $2,250, and unsecured creditors at $272,160. There were no preferential creditors. Given the likely non-collection of the advance to Snakk Media, the liquidators have concluded that Snakk is probably insolvent. There are currently no surplus assets that might be distributed to the shareholders.

[15]	The one “asset” of value that Snakk might have, is its listing on the NZX Main Board. A third party might wish to acquire this “asset” to achieve a so-called “back door listing”.

[16]	In about late April 2020, discussions on that topic began between the liquidators and Mr Joyce. Mr Joyce is the sole director and sole shareholder of a company called Mounterowen Limited (Mounterowen).

[17]	The results of the discussions have been positive. Through Mr Joyce, Mounterowen has expressed a willingness to bring Snakk out of liquidation in order to utilise it as a listing vehicle. Once out of liquidation, Mounterowen would acquire a shareholding in Snakk sufficient to complete a reverse takeover. Snakk would then acquire a new business. For all of that to be accomplished, an order is required terminating Snakk’s liquidation under s 250 of the Act.

Evidence of Mr Hoole

[18]	Mr Hoole described the process by which realising value in the NZX listing would be achieved if an order is made terminating the liquidation.

[19]	The first step has already been taken – Mounterowen has acquired all of the debts held by creditors of Snakk, leaving it as the only creditor.

[20]	The second step is that Mounterowen/Mr Joyce would facilitate the issue of new shares in Snakk, to ensure that Snakk had sufficient working capital to satisfy its ongoing needs. That issue of shares would attribute some value to Snakk’s shares, and it would result in the existing shares becoming worth intrinsically more than they are now (the liquidators consider the current value of the shares in Snakk is zero).

[21]	In addition to the cash injection, Mounterowen/Mr Joyce would provide the shareholders of Snakk with an opportunity to approve Snakk acquiring a new business. The acquisition of the business by Snakk would, with the approval of Snakk’s shareholders, be paid for by the issue of new Snakk shares to the vendors of the business.

[22]	Mr Hoole confirmed that Mr James’ claim in the liquidation has been assigned to Mounterowen, and that Mr James has agreed to immediately resign as director once an order under s 250 is made.

[23]	Mr Hoole said that Snakk would need to obtain NZX approval of the proposed transaction. In the meantime, he has obtained advice from NZX that it is not averse to an order being made terminating the liquidation.

[24]	If the liquidation was terminated and the proposed reverse takeover transaction proceeded, Mr Hoole considered that Snakk’s shareholders would be no worse off. They would have the opportunity of acquiring a new business and/or maintaining the NZX listing. On the other hand, if the liquidation is not terminated, the liquidators will simply retire, and Snakk will be removed from the Companies Register.

[25]	On the application for an order dispensing with service of the application, Mr Hoole identified three categories of parties potentially interested in the application:

(1)	Snakk’s sole director, Mr James;

(2)	The sole creditor, (now) Mounterowen; and

(3)	The 1,391 shareholders of Snakk.

[26]	Mr James’ only potential interest in the application is that it would bring his directorship to an end. His rights as a creditor have already been assigned to Mounterowen, and his only remaining interest would be in his capacity as a shareholder.

[27]	Mr Hoole could see no way Snakk’s shareholders could be adversely affected if a termination order were made, and obtaining their consent to the making of an order terminating the liquidation would likely be costly and time-consuming. He said that Mr Joyce, who has been funding the s 250 application, has been reluctant to incur that cost at this stage, before he has certainty that Snakk can be brought out of liquidation so that the proposed transaction can proceed. Delays in obtaining shareholder consent

to this application and/or in serving all of the shareholders with the claim, could also affect the proposed deal.

[28]	Given the number of shareholders, Mr Hoole expressed the view that service on them would create significant administrative challenges. There would be a risk that the proposed reverse takeover transaction would not proceed, and any opportunity for the shareholders to participate in the new business (that they would not have if the liquidation ran its natural course) would be lost.

[29]	Mr Hoole confirmed that Mounterowen and the liquidators have entered into a satisfactory arrangement regarding the liquidators’ costs, including the costs of the application under s 250, if an order terminating the liquidation is made. That arrangement has been made on the basis that service of the s 250 application on the shareholders will not be required, and the proceeding will not be contested. The costs arrangement made with Mounterowen made no provision for any additional costs the liquidators might incur dealing with the 1,391 shareholders and their advisers.

Evidence of Mr Joyce

[30]	Mr Joyce confirmed that Mounterowen has entered into arrangements with all of Snakk’s creditors who filed claims in the liquidation, under which it has taken assignments of their claims. The assignments are absolute assignments, and Mounterowen is now the sole creditor in the liquidation. He confirmed that if an order is made under s 250, Mounterowen will withdraw the creditors’ claims in the liquidation.

[31]	In its capacity as the sole creditor, Mounterowen consents to Snakk’s liquidation being terminated.

[32]	If Snakk’s liquidation is terminated, Mr Joyce confirmed that he intends to proceed with the proposed reverse takeover transaction. After an order is made terminating the liquidation, Mounterowen and/or Mr Joyce will make arrangements to fund Snakk’s ongoing working capital requirements, and Snakk will then undertake an issue of ordinary shares to raise capital. If the proposed new capital issue were to

go ahead, new shares would be issued to investors at an issue price that attributed some value to Snakk’s status as an NZX-listed issuer.

[33]	Snakk’s NZX listing is not an asset per se, and it cannot be sold or transferred for value. Accordingly, it has no value while Snakk remains in liquidation. However if the proposed reverse takeover proceeds, Snakk (having come out of liquidation) would be able to acquire another business. That business might generate a return on the shares in the future, either through dividends or by an increase in the value of the shares. Investors in Snakk might therefore agree to subscribe for shares in Snakk at an issue price which attributes value to the NZX listing. If a share issue occurred, Snakk’s value (and therefore the value of the existing shares of the same class held by the present shareholders) would increase accordingly. Existing shareholders would see some value in their (presently worthless) shares.

[34]	Mr Joyce confirmed that no reverse takeover transaction has yet been finalised. If it were to proceed, it would require the order under s 250 of the Act terminating the liquidation, the approval of Snakk’s shareholders, and Snakk obtaining NZX approval.

[35]	Mr Joyce said that NZX would prefer that Snakk’s sole director, Mr James, did not have any ongoing involvement if the proposed transaction proceeds. He has agreed with Mr James that, if an order terminating the liquidation is made, Mr James will immediately resign as a director and new directors will be appointed. He confirmed that Mr James’ claim in the liquidation is one of the claims that has been assigned Mounterowen.

Further information provided in counsel’s supplementary memorandum of 3 August 2020

[36]	Counsel advised that Mr Joyce has agreed to subscribe for new shares in Snakk, representing 20 per cent of the total number of shares in Snakk post the issue of the new shares. He proposes to offer a cash sum of approximately $100,000 for the new shares, so that the transaction would establish a value of $400,000 for Snakk after the new subscription. The existing shareholders would accordingly benefit to the extent that their shares, which are currently worthless, would have a combined value of
$300,000. That value would be established regardless of whether the proposed reverse

takeover transaction proceeded – once the liquidation was terminated and the trading halt in the Snakk shares was lifted (subject to NZX approval), the shareholders would be free to sell their shares on the market and realise some value from them.

[37]	Mr Cochrane advised in his memorandum that Mounterowen as the (new) owner of Snakk’s debts would look to convert the face value of the debt that it holds into ordinary shares in Snakk, as part of any reverse takeover situation. It would participate on the same or similar terms in the reverse takeover transaction as the existing Snakk shareholders. An order terminating the liquidation would thus allow Mounterowen to capitalise the debt owed to it by Snakk, into new ordinary shares in Snakk.

[38]	Mr Cochrane confirmed that the liquidators have conducted a thorough examination of Snakk’s affairs, and they are satisfied that there is no evidence of reckless trading or other potential claims under the Act that might be contingent assets for Snakk. In any event, there are no available funds to initiate any recovery proceedings.

[39]	Subject to the present application, the liquidators consider their duties in relation to the liquidation are now complete, and they are ready to retire in accordance with s 257(1) of the Act.

Chambers hearing on 18 September 2020

[40]	Prior to this hearing, I had raised in my Minute of 16 September 2020 the question of what the position would be if a termination order were made, but for some reason the proposed reverse takeover of Snakk did not proceed. Would Mounterowen remain a creditor of Snakk in that scenario, and if so how would that square with the normal requirement that when a company liquidation is terminated the company should not resume trading saddled with historical debt.1

1	See for example, the decision of Associate Judge Doogue in Commissioner of Inland Revenue v Eden Electroplaters Ltd (2006) 3 NZCCLR 633.

[41]	Mr Joyce attended the chambers hearing on 18 September 2020, and he and counsel confirmed that Mounterowen has no present intention of making any demand for the repayment of the Snakk debts. The expectation is that the debt will be capitalised into new shares in Snakk once a reverse listing transaction has been approved by Snakk’s shareholders. In the event that no new listing transaction is approved within 12 months of the termination of the liquidation, Mr Joyce would not make any demand for the repayment of the Mounterowen debt until such time as Snakk had the financial resources to meet that liability, while still complying with the solvency test.2

[42]	Mr Cochrane advised at the hearing that there is a subscription agreement already in place (held in escrow pending the termination of the liquidation), under which Mounterowen (or its nominees) will subscribe for shares in Snakk to provide it with working capital to meet its compliance and listing costs. Mounterowen has already contributed further funds to cover, among other things, the payment of the liquidators’ costs, accounting costs, and the NZX annual listing fee for the next 12 month period.

[43]	Mr Cochrane noted that the proposed capitalisation of Snakk and issue of new shares will require compliance with the Takeovers Code prior to the issue of the new shares. The costs of compliance with the Takeovers Code are likely to be relatively high given the current value the liquidators attribute to the shares (nil) – Mr Cochrane estimated that more than $50,000 will have to be spent in commissioning an independent adviser’s report, giving notice of the required shareholders’ meeting, preparing other necessary documents, and having the documents reviewed and approved by the NZX and the Takeovers Panel.

[44]	Rather than incur these costs immediately on termination of the liquidation, Mounterowen and Mr Joyce propose to capitalise the Mounterowen debt into new shares at the same time the company is seeking approval to undertake a reverse takeover transaction. That is because the same procedure must be followed for the reverse listing transaction as must be adhered to for the issue of the new shares on the

2	Companies Act 1993, s 4.

capitalisation of the Mounterowen debt, and it is desirable to incur only one set of costs rather than two.

[45]	Counsel advised that Mr Joyce has agreed to provide a letter of comfort to Snakk post-termination, agreeing to provide reasonable financial support to Snakk, so as to ensure Snakk meets its obligations under the solvency test for at least 12 months after the termination of the liquidation. More generally, Mr Joyce is prepared to sign any documents that might be required to secure his objectives of funding Snakk post- termination, finding a viable business for Snakk to acquire, facilitating the acquisition of that business by Snakk, and capitalising all of the Mounterowen debt into shares in Snakk.

[46]	In response to a question from the Court, Mr Cochrane and Mr Joyce confirmed that the objectives of the proposed recapitalisation of Snakk and reverse takeover do not include the utilisation of any tax losses in Snakk.3 Mr Cochrane’s instruction from the liquidators is that there should be no tax implications for Snakk if a termination order is made and the proposed transactions proceed.

[47]	On the position of Mr James, Mr Cochrane advised me that Mr James has already signed a letter of resignation as a director of Snakk. The letter is presently held in escrow, and the intention is that Mr James will appoint three new directors of Snakk (as he is entitled to do under Snakk’s constitution) before the escrow is lifted and his resignation letter is activated.

Discussion and conclusions

Applications under s 250 – legal principles

[48]	Section 250 of the Act materially provides:

250 Court may terminate liquidation

(1)	The court may, at any time after the appointment of a liquidator of a company, if it is satisfied that it is just and equitable to do so, make an order terminating the liquidation of the company.

3	Mr Joyce told me that the relevant continuity of ownership requirements for the carrying forward of tax losses would not be met if the proposed steps are taken.

(2)	An application under this section may be made by—
(a)	the liquidator; or
…
(3)	The court may require the liquidator of the company to furnish a report to the court with respect to any facts or matters relevant to the application.
(4)	The court may, on making an order under subsection (1), or at any time thereafter, make such other order as it thinks fit in connection with the termination of the liquidation.
(5)	Where the court makes an order under this section, the person who applied for the order must, within 10 working days after the order was made, deliver a copy of the order to the Registrar for registration.
(6)	Where the court makes an order under subsection (1), the company ceases to be in liquidation and the liquidator ceases to hold office with effect on and from the making of the order or such other date as may be specified in the order.
(7)	Every person who fails to comply with subsection (5) commits an offence and is liable on conviction to the penalty set out in section 373(2).

[49]	In the ordinary run of cases, the Court will only exercise its discretion to order the termination of a liquidation if:4

(i)	all the creditors have been paid in full or satisfactory provision has been made for them to be paid or they have consented; and

(ii)	the liquidators’ costs have been paid or secured; and

(iii)	the shareholders have given their consent or would be in no worse position than if the liquidation had proceeded to its conclusion.

[50]	In Foundation Securities (NZ) Ltd v Direct Labour Services Ltd (in liq), Cooper J held that the Court will not be constrained to a consideration of only the factors identified by Tipping J in Re Bell Block Lumber Ltd (in liq) in determining whether it would be just and equitable to terminate the liquidation.5 The Court will also have regard to the public interest, and it will be concerned to protect the interests of the

4	Re Bell Block Lumber Ltd (in liq) (1992) 6 NZCLC 67,690.
5	Foundation Securities (NZ) Ltd v Direct Labour Services Ltd (in liq) [2008] NZCCLR 1 at [21].

present creditors of the company, as well as the interests of those parties who would, in future, have dealings with it if the liquidation were terminated.6 His Honour considered that the Court’s power under s 250 is expressed in very broad terms, and the “Bell Block factors”, although they might be necessary pre-conditions to the exercise of the power to order termination, should not be seen as an exclusive set of criteria.7

Application of the legal principles in this case

[51]	Following the approach of Cooper J in Foundation Securities (NZ) Ltd, I will treat the Bell Block factors as necessary pre-conditions to the making of the order sought, and then consider whether there are public interest or other factors that might render it unjust or inequitable to make a termination order. In considering the position of the shareholders, I will explain why I do not consider it necessary or appropriate to require that they be served with the application.

[52]	The first and second of the Bell Block factors can be addressed easily. Addressing the first factor, there is now only one creditor of Snakk (Mounterowen), and that creditor consents to the application. Addressing the second factor, the liquidators have confirmed that their costs have either been paid or are sufficiently secured.

[53]	Addressing the third Bell Block factor, which relates to the interests of the shareholders, I accept Mr Cochrane’s submission that this is a case where an order terminating the liquidation could not worsen the shareholders’ present position. If no termination order were made, Snakk would be removed from the Companies Register and the shareholders would get nothing. If a termination order were made, and the re- capitalisation and reverse takeover transactions proceeded as proposed, the shareholders would immediately see some small value in their shares and they would have the opportunity to see the value of their shares increase further.

6	Foundation Securities (NZ) Ltd v Direct Labour Services Ltd (in liq) above n 5, at [22].
7	At [21] and [22].

[54]	Those are the potential “upsides” for the shareholders, and it is difficult to envisage any potential downsides. The Snakk shares appear to have no current value, and that position cannot be made any worse – there is no suggestion that the shareholders might somehow incur personal liability if a termination order were made. It appears that the transactions proposed by Mr Joyce and Mounterowen will have no adverse tax consequences, and they will in any event be subject to the approval of the shareholders and the oversight of the NZX and the Takeovers Panel.

[55]	For those reasons, I am satisfied that the third of the Bell Block factors is also met, on the basis that the shareholders cannot be in a worse position if a termination order is made.

[56]	On the question of service on the 1,391 shareholders, I note that all but six of them hold shareholdings that represent less than one per cent of the total value of the 15,711,440 shares. The largest single shareholder holds 12.98 per cent of the shares, and the next highest shareholder holds 3.56 per cent. Having regard to the very modest sums that are at stake for the vast majority of the shareholders, and the apparent absence of any possible detriment to the shareholders if a termination order is made, I am satisfied that the liquidators should not be put to the additional expense and delay of serving the shareholders, dealing with queries that could be expected from some of them, and attending any further Court hearings. That additional cost and delay is not warranted where there are a very large number of shareholders and it appears that none could be adversely affected by the making of a termination order.

[57]	The director of Snakk, Mr James, has already signed a form of resignation from the office of director, and he appears to have no continuing interest in the application beyond any interest he may have as an owner of shares in Snakk. There appear to be no other parties who might have an interest in the application.

[58]	For those reasons, I make an order dispensing with service of the proceeding.

[59]	Turning to the public interest, I do not see any consideration that might suggest that it would be unjust or inequitable to make the order sought. I initially had some concern that the application appeared to be (primarily) for the benefit of neither the

shareholders nor the creditors of Snakk – the main potential beneficiaries appeared to be the reverse takeover “target” company (who would acquire a valuable “back door” NZX Main Board listing), and Mounterowen and/or Mr Joyce (who presumably would derive some benefit, whether by way of fees or commissions or by obtaining the opportunity to acquire a substantial stake in a listed company at a relatively modest upfront cost). But on reflection, I do not consider that those factors are disqualifying on public interest grounds. The fact that a third party (not a shareholder or creditor) might be the principal ultimate beneficiary of a termination order has not been seen as a disqualifying factor in the “tax loss” cases,8 and I think that must apply (if anything with greater force) in this case, where the positions of Snakk’s existing creditors have already been improved by the partial implementation of the proposed transactions, and those transactions do have the potential to significantly improve the positions of the shareholders.

[60]	The one public interest factor that remains of potential concern is that it is proposed that the debt of approximately $274,500, now owed by Snakk to Mounterowen, will not be immediately discharged. As Associate Judge Doogue acknowledged in Commissioner of Inland Revenue v Eden Electroplaters Ltd, an insolvent company that has been put into liquidation should not normally be “sent forth” into the community to continue trading.9

[61]	But I think that potential concern has been sufficiently addressed by Mounterowen’s assurances given at the hearing on 18 September 2020. Mounterowen’s intention is to use the debt to acquire shares in Snakk, and it is willing to undertake that if that does not occur within 12 months of any termination order it will not enforce the debt until Snakk is able to pay it (while at the same time complying

8	See, for example, Commissioner of Inland Revenue v Eden Electroplaters Ltd, above n 1, at [35] and [41].
9	At [35].

with the solvency test in s 4 of the Act).10 The issue of the continuing debt can be effectively dealt with by requiring, as a condition of the making of a termination order, that the termination order lie in Court pending the filing of appropriate undertakings by Mounterowen.

[62]	For the reasons set out above there will be an order terminating the liquidation of Snakk, subject to the conditions set out below.

Conditions on termination order

[63]	I make the following orders under s 250(4) and (6) of the Act:

(1)	Within 10 working days, Mounterowen is to file and serve on Snakk a written undertaking that it:

(a)	will not seek to enforce the debt currently owed by Snakk to it within the period of 12 months from the date the termination order has effect and the liquidators cease to hold office; and

(b)	will provide reasonable financial support to Snakk so as to ensure that Snakk meets its obligations under the solvency test at s 4 of the Act for at least 12 months post the termination order coming into effect.

10 Mr Cochrane’s written submission handed up at the hearing on 18 September contained the following:
8.	Mr Joyce has assured counsel that he/Mounterowen has no intention of making any demand for the repayment of the Mounterowen debt. His expectation is that the debt will be capitalised into new shares in the company once a reverse listing transaction is approved by the company. In the event that no reverse listing transaction was approved by the company within a 12 month period from the date of termination of the liquidation of the company, Mr Joyce would not make any demand for the repayment of the Mounterowen debt until such time as the company had the financial resources to meet that liability, whilst still complying with the solvency test.
9.	Mr Joyce has also agreed to provide a letter of [comfort] to the company post termination of the liquidation agreeing to provide reasonable financial support to the company so as to ensure that the company meets it obligations under the solvency test for at least 12 months post termination of the liquidation.

(c)	will not seek to enforce the debt owed to it by Snakk (or the balance of the debt as the case may be) after that 12 month period, unless and until Snakk has the financial resources to pay the debt (or the balance of the debt) whilst still complying with the solvency test; and

(d)	will not assign any part of the debt owed to it by Snakk to any third party, without first obtaining from the third party and delivering to Snakk a written undertaking (which will be enforceable by Snakk against the third party) that the third party will honour Mounterowen’s undertakings as set out at (a), (b) and (c) above.

(2)	The termination order is to lie in Court and is not to be sealed, and the liquidators are to remain in office, pending the filing and service of Mounterowen’s undertakings as set out in [63(1)] above. The liquidators are to notify the Registrar of this Court forthwith after that has occurred, and the file is then to be referred to me with a request for a direction that the termination order may be sealed. The liquidators will remain in office until the termination order has been sealed.

Result

[64]	I make an order under s 250 of the Act terminating the liquidation of Snakk, that order to have effect on the conditions and at the time set out in paragraph [63] of this judgment. I make no order for costs.

Associate Judge Smith