Federal Court of Australia

Deputy Commissioner of Taxation v Global Management NSW Pty Ltd [2026] FCA 1109

ORDERS

THE COURT ORDERS THAT:

1.    The Amended Interlocutory Application dated 8 December 2025 be dismissed.

2.    The parties are to file and serve written submissions in respect of the question of costs, limited to no more than four pages in length, by 27 August 2026.

3.    The parties are to file and serve any written submissions in response, limited to no more than four pages in length, by 10 September 2026.

4.    The question of costs will be determined on the papers.

Note:    Entry of orders is dealt with in Rule 39.32 of the Federal Court Rules 2011.

REASONS FOR JUDGMENT

BURLEY J:

1.    INTRODUCTION

1    Global Management NSW Pty Ltd ACN 674 737 770 was wound up in insolvency by orders made by a Registrar of the Court on 1 October 2025. Peter Krejci and Jonathon Keenan, both principals at BRI Ferrier, were appointed as Global’s liquidators (BRI liquidators). Raymond Zeaiter is the second applicant and is the sole director and shareholder of Global. By an amended interlocutory application, Mr Zeaiter and Global now apply for Orders removing the BRI liquidators pursuant to s 90-15 of Schedule 2 – Insolvency Practice Schedule (Corporations) (IPS) of the Corporations Act 2001 (Cth) (removal application) or alternatively, a review under s 35A(5) of the Federal Court of Australia Act 1976 (Cth) (FCA Act) of the decision of the Registrar on 1 October 2025 appointing them (review application).

2    The Orders winding up Global were made on the application of the Deputy Commissioner of Taxation (DCT) who filed a statutory demand in the Court for payment of $3,050,555.69 for unpaid taxes, superannuation guarantee charges, and interest on both.

3    The applicants seek Orders granting:

(1)    leave for Mr Zeaiter to be approved to perform a function or power as director of Global in making and maintaining the present application;

(2)    an extension of time to bring the review application;

(3)    a review of the decision of the Registrar to appoint the BRI liquidators;

(4)    in the alternative to (3), removal of the BRI liquidators;

(5)    a person nominated by the applicants, or alternatively, Adam Preiner, leave to act as liquidator of Global, or such other person as the Court sees fit;

(6)    costs.

4    In relation to (1), prior to the hearing the BRI liquidators gave consent pursuant to s 198G(3)(b) of the Corporations Act to Mr Zeaiter to bring the present application as director of the company, not withstanding that Global is in liquidation. This consent was given in response to Mr Zeaiter providing a letter of undertaking in respect of compensation for loss or damages arising from leave being granted, and payment of the BRI liquidators costs on the basis directed by the court. Accordingly, it is unnecessary for the applicants to press for that order.

5    In relation to (2), leave is required because the review application was filed some 16 days out of time. Mr Zeaiter explains in his affidavit dated 14 November 2025 that the application was filed late because of his ill health. The DCT does not oppose the grant of leave. I accept that explanation and consider that it is in the interests of justice to grant the leave sought and will do so.

6    In relation to (6), I indicated to the parties at the hearing that I would consider the question of costs after determining the outcome of the substantive application.

7    The DCT opposes the remaining Orders sought. The central dispute concerns whether either the appointment of the liquidators should be overturned or the BRI liquidators should be removed from their position because of apprehended bias.

8    Global was represented at the hearing by Geoffrey McDonald of counsel. The DCT was represented by Steven Gollege SC and Susan Cirillo of counsel. The BRI liquidators, who took a neutral attitude to the application, were represented by Michael Rose of counsel. All parties filed written submissions in advance of the hearing.

9    Global relied on an affidavit of Raphael Grossman, solicitor, three affidavits of Desiree Liu, solicitor, and an affidavit of Mr Zeaiter. The DCT relied on an affidavit of Liam Sweeney, who is an officer of the Australian Taxation Office (ATO) engaged in the Frontline Compliance section of the ATO which conducts complex and strategic tax debt recovery and insolvency matters, and an affidavit of Amon Barton, who is also in the Frontline Compliance section of the ATO. No witnesses were cross-examined.

2.    RELEVANT LAW

10    The relevant provisions for the appointment of a liquidator by the Court are set out in Div 2 of Part 5.4B of the Corporations Act.

11    Generally speaking, the court will accept the nomination of the petitioning creditor unless there is a reason not to do so: Workers Compensation Nominal Insurer v Perfume Empire Pty Ltd [2011] NSWSC 380 at [8] (Barrett J) citing Glenwood Village Pty Ltd v Glen Alpine Constructions Pty Ltd [2009] NSWSC 516 at [5] (Brereton J).

12    The relevant provisions for the removal of a liquidator are ss 90-15(1), (3) and (4) of the IPS. Section 90-15(1) provides the Court an inherent power to “make such orders as it thinks fit in relation to the external administration of a company.”

13    Section 90-15(3) gives a non-exhaustive list of examples of orders the Court may make pursuant to s 90-15(1), which includes, relevantly at paragraphs (b) and (c), orders for the removal and replacement of the liquidators of a company.

14    Section 90-15(4) of the IPS provides a non-exhaustive list of matters the Court may take into account when making orders:

Matters that may be taken into account

(4)    Without limiting the matters which the Court may take into account when making orders, the Court may take into account:

(a)    whether the liquidator has faithfully performed, or is faithfully performing, the liquidator’s duties; and

(b)    whether an action or failure to act by the liquidator is in compliance with this Act and the Insolvency Practice Rules; and

(c)    whether an action or failure to act by the liquidator is in compliance with an order of the Court; and

(d)    whether the company or any other person has suffered, or is likely to suffer, loss or damage because of an action or failure to act by the liquidator; and

(e)    the seriousness of the consequences of any action or failure to act by the liquidator, including the effect of that action or failure to act on public confidence in registered liquidators as a group.

15    In Shaoxing Newtex Imp & Exp Co Ltd, in the matter of Mosaic Brands Limited (in liq) v Strawbridge [2025] FCA 1479, Moore J helpfully set out the following propositions:

137    It has been recognised that a liquidator will not be removed without good reason, because removal applications are productive of disruption and costs. In Re St Gregory’s Armenian School (in liq) (2012) 92 ACSR 588; [2012] NSWSC 1215 (St Gregory’s), Brereton J observed at [24] – [25]:

The burden of showing cause for removal rests with the applicant… This onus is not lightly discharged, as it should not be seen to be easy to remove a liquidator merely because it can be shown that in one or possibly even more respects, his or her conduct has fallen short of the ideal. Otherwise, applications for removal by creditors who have not had their preferred liquidator appointed, or who are for some other reason disgruntled, would be encouraged…

An order for removal will be made only if it is demonstrated that it would be “for the better conduct of the [liquidation]” or “to the general advantage of persons interested in the winding up” or “in the best interests of the liquidation”.

138    The principles concerning the appointment of a liquidator also apply to the removal of one: Advance Housing Pty Ltd (in liq) v Newcastle Classic Developments Pty Ltd as trustee for The Albans Unit Trust (1994) 14 ACSR 230 (Advance Housing) at 234 (Santow J); Re Club Superstores Australia Pty Ltd (in liq) (1993) 10 ACSR 730 (Club Superstores) at 734 (Thomas J).

139    Notwithstanding the caution about the removal of a liquidator, the existence of actual or apprehended bias is a well-recognised reason for removal. A guiding principle is that liquidators must be independent and be seen to be independent: Australian Securities and Investments Commission v Franklin (2014) 223 FCR 204; [2014] FCAFC 85 (Franklin) at [58] (White J, Jessup and Robertson JJ agreeing at [1] and [3]); Advance Housing at 233; Re National Safety Council of Australia [1990] VR 29 (National Safety Council) at 34 (Young CJ, Murphy and Marks JJ); Keay AR, McPherson & Keay’s Law of Company Liquidation (5th ed, Sweet & Maxwell, 2021) at [8.030].

140    Where a liquidator’s independence is called into question, the relevant test to be applied is similar to the “double might” test stated by the plurality in Ebner v Official Trustee in Bankruptcy (2000) 205 CLR 337; [2000] HCA 63 (Ebner) at [6] – [8], namely, whether a fair-minded lay observer might reasonably apprehend that the liquidator might not bring an impartial and unprejudiced mind to the resolution of questions they may be called upon to decide.

141    Consistent with the observations of the plurality in Ebner (at [8]), but adapted to the circumstances of a liquidator, the application of the test requires:

(a)    first, the identification of what is said might lead the liquidator to act other than in the best interests of the liquidation and the persons interested in it; and

(b)    secondly, the articulation of a logical connection between the matter identified and the feared deviation from the course of making decisions in those best interests.

142    The adoption of the Ebner “double might” test for the removal of a liquidator or administrator has been affirmed in Franklin at [59]; Accord Pacific Holdings Pty Ltd v Gleeson as liquidator of Accord Pacific Land Pty Ltd (in liq) [2011] NSWSC 1021 (Accord) at [35] – [36] (Ward J); Pinklillies Pty Ltd (Trustee), in the matter of Northwest Motel Group Pty Ltd (in liq) v Huxtable [2011] FCA 1543 at [21] (Logan J); Habrok (Dalgaranga) Pty Ltd v Gascoyne Resources Ltd (2020) 149 ACSR 1; [2020] FCA 1395 (Habrok) at [442] (Beach J).

(Emphasis in original.)

3.    BACKGROUND MATTERS

3.1    The DCT’s evidence

16    The DCT relied on the affidavit of Mr Sweeney which was initially relied upon in support of the DCT’s application to wind-up Global. Mr Sweeney deposes to being familiar with the records of the DCT in respect of Global and refers to a Report to Creditors dated 19 May 2025 (BRI Report) issued by Mr Krejci and Mr Keenan who were earlier appointed as liquidators to four companies: Sydney Exotic Aquariums Casula Pty Ltd, Richmond Lifts Pty Ltd, United Lifts Technologies Pty Ltd and Financial Advisory Australia Pty Ltd, all of which were in liquidation.

17    Mr Sweeney summarised the effect of the BRI Report noting that it:

(a)    identified a group of companies which the liquidators termed the “Richmond Group”, being companies where Teddy Panella is registered with the Australian Securities and Investments Commission (ASIC) as a director and shareholder;

(b)    records the opinion that Mr Panella was not the real controlling mind of, inter alia, Richmond Lifts, United Lifts and Financial Advisory, but was a director in name only;

(c)    found that the Richmond Group of companies operate from a common registered address;

(d)    found that the registered proprietor of that common registered addressed is a company, the sole director and shareholder of which is Mariola Cassaniti, the sister-in-law of Sam Cassaniti;

(e)    notes that Mr Cassaniti has previously been convicted of tax fraud offences.

(f)    details that Mr Cassaniti’s wife, Thi Linh Trinh, and Mr Panella each gave evidence in the public examinations covering the affairs of Sydney Exotic, Richmond Lifts, United Lifts and Financial Advisory and that they were nominees of Mr Cassaniti and that he was in control of the entities to which Mr Panella and Ms Trinh were listed as director; and

(g)    records that the liquidators are conducting investigations concerning whether the directors and former directors of the Richmond Group companies and related parties were parties to a scheme which resulted in the ATO being owed many millions of dollars.

18    Mr Sweeney deposes as to the debts of a number of companies within the Richmond Group to the Commonwealth of Australia and notes that the liquidators were appointed as provisional liquidators and then removed from that office for two entities within the Richmond Group, being Marginata Securities Pty Ltd and Reliance Financial Services Pty Ltd. He refers to and annexes a copy of the judgment and reasons given by Moore J in Krejci (liquidator) v Panella, in the matter of Richmond Lifts Pty Ltd (in liq) (No 3) [2025] FCA 1114 (Krejci No 3) including the orders later made giving effect to those reasons, removing each of Mr Krejci and Mr Keenan from the office of provisional liquidators of Marginata and Reliance.

19    Mr Sweeney exhibits an ASIC organisation extract for Global, that indicates that Mr Cassaniti had been a director of Global for a short period, followed by Andrew Miller, followed by Mr Panella and thence Mr Zeaiter, and that since April 2025 the registered address of Global was the same one from where the Richmond Group companies operated. He deposes to his belief that Global is one of the Richmond Group companies in respect of which the BRI liquidators are conducting an investigation, and that no proceedings have been commenced by those liquidators against Global.

20    Mr Sweeney gives evidence that in the event that Global is wound up, it will be in the best interests of the creditors of Global that the same liquidators (as those of associated entities of Global) be appointed because they will be in a better placed to form a wholistic view of the transactions entered by Global and its role within the Richmond Group. It would also enable for the streamlined investigation of Global and any claims concerning it.

21    Mr Barton identifies in his affidavit that the DCT is a creditor in the winding up of Global in the amount of $8,207,466.11. The other known unsecured creditors are the Chief Commissioner of State Revenue (CSR) (also referred to as Revenue NSW) and the Workers Compensation Nominal Insurer (WCNI) (also referred to as iCare) who both provided correspondence (supporting letters) to the effect that that they support the retention of Mr Krejci and Mr Keenan as liquidators as they consider it in their interests that they conduct any investigations into the affairs of Global so as to maximise the possibility of a dividend being paid to unsecured creditors in respect of their claim. Both CSR and WCNI oppose of the application to remove Mr Krejci and Mr Keenan in their position as liquidators of Global.

22    Global advanced submissions to the effect that the content of the supporting letters was virtually identical and that they should be given little weight because they do not represent the considered opinions of the signatories to them. I reject that submission. The letters were admitted into evidence as authentic correspondence from each of CSR and WCNI with the approval of officers within those organisations. No evidence suggests that the signatories of those letters did not exercise the requisite agency required of them. I see no basis upon which the Court would not accept them at face value as reflecting the genuinely held views of each of CSR and WCNI.

3.2    Global’s involvement in Federal Court proceedings NSD 194 of 2025

23    In proceedings NSD 194 of 2025, Mr Krejci as liquidator of Richmond Lifts and other related entities, brings claims against Mr Panella, Mr Cassaniti and various companies concerning an alleged tax evasion scheme by which it is said that monies owing to the DCT were improperly diverted to other entities through a chain of corporate relationships, with the ATO left as the major creditor in the insolvency of companies owing PAYG tax to it. Those proceedings are summarised in Krejci No 3 at [19]–[27].

24    On 5 November 2025, the solicitors for Global, McEvoy legal, were sent a copy of a draft amended Statement of Claim in NSD 194, identifying Global as the 46th defendant in those proceedings.

25    On 7 November 2025, Ms Liu filed an affidavit in these proceedings contending that in the event that those proceedings were filed, Mr Krejci would be placed in a conflict of interest because he would be acting as the plaintiff seeking to recover funds allegedly received by Global, and also as the 46th defendant in his capacity as liquidator of Global.

26    On 12 January 2026, Ms Liu filed a further affidavit in these proceedings in which she refers to and annexes an affidavit from Mr Krejci affirmed on 28 November 2025 and filed in the NSD 194 proceedings.

27    In that affidavit Mr Krejci relevantly says:

(a)    that on 1 October 2025 he and Mr Keenan were appointed as liquidators of Global;

(b)    on the same day he and Mr Keenan were provided materials relating to Global by the DCT;

(c)    on 2 October 2025 he and Mr Keenan brought an interlocutory application to join Global as a defendant in the NSD 194 proceedings on the basis that they had identified that it was one of a number of entities that had received monies from one or more entities connected with Mr Cassaniti;

(d)    following their appointment as liquidators of Global, Mr Krejci and Mr Keenan identified claims in the hands of Global against Mr Cassaniti and so changed their position and brought an application for Global to be joined as a plaintiff to the NSD 194 proceedings for the purpose of bringing additional claims against Mr Cassaniti;

(e)    the affidavit of Mr Krejci was sworn in support of an application for leave to join Global as a plaintiff in those proceedings;

(f)    an explanation is then given for the basis of the proposed claims brought by Global.

28    On 13 November 2025, the solicitors acting for the plaintiffs in the NSD 194 proceedings, ERA Legal, served a different proposed amended Statement of Claim which included a proposal to join Global as the 10th plaintiff. A further version of that Statement of Claim was served on 20 November 2025. At the hearing of this application I was informed that the current form of the Statement of Claim in the NSD 194 proceedings is substantially in accordance with the version served on 20 November 2025.

29    On 11 February 2026, orders were made by Moore J to join Global as a plaintiff in the NSD 194 proceedings.

30    The NSD 194 proceedings are complex. At present, they involve ten plaintiffs, two of whom are Mr Krejci and Mr Keenan in their capacity as liquidators of companies associated with Mr Cassaniti and Mr Panella. Mr Panella and Mr Cassaniti are the first and second defendants respectively. There are 57 defendants in total.

4.    THE SUBMISSIONS

31    The applicants’ primary submission is that the BRI liquidators should not have been appointed or, alternatively, should be removed from their office as liquidators because they have not accepted or undertaken their appointment with the objectivity that the role necessitates.

32    In support of that proposition, the applicants rely on the fact that the BRI liquidators were appointed on 1 October 2025 but at that time they had a “predisposition” to advance a claim against Global in the NSD 194 proceedings. The applicants submit that this predisposition is evidenced by the draft amended Statement of Claim dated 5 November 2025, where allegations were made that Global received moneys in breach of Mr Cassaniti’s duties owed to the plaintiffs in those proceedings. Whilst the applicants accept that this claim was not advanced in any filed Statement of Claim, and that Global was joined as a plaintiff to the NSD 194 proceedings, they submit that at the time of their appointment the BRI liquidators had a predisposition to act against Global and thereby put themselves in a position of a potential conflict of interest.

33    At the hearing, the applicants accepted that there is no actual conflict of interest but submit that the predisposition so evinced is sufficient to warrant the removal of the BRI liquidators.

34    The applicants further refer to the BRI Report in which the BRI liquidators give their opinion that the Richmond Group had been involved in creditor-defeating transactions. The applicants accept that the BRI Report does not make any reference to Global, but submit that it refers to the same tax scheme that is the subject of the NSD 194 proceedings and submit that the investigations of the liquidators had, by the time of their appointment to Global on 1 October 2025, concluded that Global had been a part of the creditor-defeating transactions thereby indicating a predisposition on the part of the BRI liquidators to a particular view of Global, which deprived them of the necessary objectivity required of them. That predisposition found ultimate expression in the BRI liquidators’ report to creditors of 31 December 2025 where they express the view that Global is part of the Richmond Group.

35    As a secondary submission, the applicants contend that the Court should adopt the position taken by a Judicial Registrar of the Victorian Supreme Court in a case entitled: In the Matter of Motion Lifts Australia Pty Ltd (formerly United Lift Services Pty Ltd) (ACN 082 447 658), between the Deputy Commissioner of Taxation and Motion Lifts Australia Pty Ltd. In that matter, the Judicial Registrar declined to appoint Mr Krejci and Mr Keenan as liquidators of that corporation in circumstances where they were also liquidators of other companies in the Richmond Group, because of an “apprehension or real possibility of conflict”, citing Hays Personal Services (Australia) Pty Ltd v ACN 094 797 618 Pty Ltd [2006] NSWSC 917; 58 ACSR 599. The applicants also refer to Krejci No 3 where the Court found that the BRI liquidators were in a position of conflict of interest insofar as they were appointed as provisional liquidators of Marginata and Reliance.

36    The applicants contend that Mr Preiner is an alternative liquidator who should be appointed in the stead of the BRI liquidators, noting that the DCT nominated and has given his approval for Mr Preiner to be so appointed should the present application succeed, and that Mr Preiner’s fees are approximately 20% lower than those of the BRI liquidators.

37    The DCT submits that it is a creditor of Global in the amount of approximately $8.2 million, is the most substantial creditor of the company and that the appointment of the BRI liquidators is supported by the other creditors. The DCT considers it to be to the benefit of the creditors that the BRI form a wholistic view of the transactions entered into by Global and Global’s role within that group.

38    The DCT submits that it is not sufficient for merely a theoretical or potential conflict of interest to be raised in the context of the appointment of a liquidator to a group of related companies, but for an actual, real conflict, citing Australian Securities and Investments Commission v Westpoint Corporation Pty Ltd [2006] FCA 135; 227 ALR 623 at [20], [35] (Siopis J).

39    The DCT submits that in the present case, no such conflict is demonstrated unlike Krejci No 3 where Moore J removed Mr Krejci and Mr Keenan as provisional liquidators of Marginata and Reliance. That removal was in circumstances where they were acting as liquidators of the plaintiffs in the NSD 194 proceedings against Marginata and Reliance and so were acting on both sides of the litigation: see Krejci No 3 at [46]. Nor is the case like Deputy Commissioner of Taxation v Nararra Developments Pty Ltd (in liq), in the matter of Nararra Developments Pty Ltd (in liq) [2026] FCA 730 in which Messrs Krejci and Keenan, whilst acting as liquidators of the plaintiffs in NSD 194 acted for Nararra Developments Pty Ltd (in liquidation) (ACN 637 361 052), which was a defendant in the proceedings. Justice Moore found in Nararra that any conflict would be avoided if the liquidators undertook that they would discontinue the proceedings in NSD 194 against Nararra and not lodge or cause to be lodged any proof of debt in the winding up of Nararra until the determination of the proceedings or order of the court.

40    The DCT submits that there would be a substantial disruption in the conduct of the liquidation if the BRI liquidators were replaced and there would be a substantial disruption in the NSD 194 proceedings. Those proceedings are complex and concern millions of dollars. What is at issue in the parts of the pleadings concerning Global in the NSD 194 proceedings is the exercise of directors duties stemming from a range of companies, which includes Global.

41    The BRI liquidators submit that the 2 October 2025 version of the amended Statement of Claim reflected the liquidators’ investigations at that time into the affairs of other companies. The claim against Global was based on its receipt of funds – an objective fact – and the joinder of Global as a defendant was on the basis of those payments being received by Global.

5.    CONSIDERATION

42    It is necessary to note at the outset that the BRI liquidators gave their consent to act as liquidators of Global on 16 July 2025, well before 2 October 2025. Any predisposition to conflict was entirely obviated by the removal of the proposal to join Global and its subsequent joinder instead as a plaintiff in the claim filed. The claim brought by Global is a complex one against Mr Cassaniti and others in connection with their breach of directors’ duties.

43    I accept the submission advanced by senior counsel for the DCT that generally speaking, one liquidator should be appointed where companies in a group go into liquidation, to the extent that it is possible to do so without there being a real conflict of interest; see Westpoint at [20], also Re Chilia Properties Pty Ltd (Administrator Appointed) [1997] FCA 209; 74 FCA 171 at 171 at 173 (Lehane J).

44    In Westpoint, Siopis J relevantly said:

32    Firstly, I agree that the observations made by Lehane J in Chilia, referred to above, state the principles to be applied in this case. The principles are also reflected in the following observations by Hoffmann J (as he then was) in Re Arrows Ltd [1992] BCC 121, which were cited with approval by Warren J in Sisu Capital:

‘…It is by no means uncommon in the case of the insolvency of a substantial group of companies for cross‑claims and conflicts of interest to arise between companies within the group. That does not usually deflect the court from appointing a single firm of insolvency practitioners in the first instance to deal with the whole insolvency of the group, leaving the question of potential conflict of interests to be dealt with if and when it arises.’

33    I accept the arguments advanced by Mr Colvin SC and Mr Thomson that in the situation where there is no obvious and real conflict but there is a possibility of a theoretical conflict, a court should not thereby be inhibited from appointing a single set of liquidators when that would advance the efficiency of the liquidation, and result in fewer fees being charged in respect of the liquidation.

(Emphasis in original.)

See also Nararra at [53] (Moore J).

45    In Re Chilia, Lehane J observed at 173C-173D:

The reason is not far to seek. A principal task of a liquidator is to protect the interests of unsecured creditors. The fact that a liquidator is additionally an unsecured creditor, or a representative of one, merely means that the interests of the liquidator in that capacity, are the same as the interests of a substantial class of those whom the liquidator is obliged to protect.

46    I am not satisfied on the evidence before me that there is any real conflict in the sense contemplated by the cases as opposed to a theoretical conflict. In this regard it is first necessary to consider the relevant interests which are those of the creditors. In National Australia Bank Ltd v Market Holdings Pty Ltd (in liq) [2001] NSWSC 253; 161 FLR 1 Young J cited the relevant authorities going to the standard of independence for liquidators (at [190]–[200]) and then said:

201    In Re Biposo Pty Ltd (1995) 17 ACSR 730 at 734, after consideration of the relevant authorities, I held that the question to be considered when an application was made to remove a liquidator was whether, in the interests of the public, the removal of the liquidator would be for the general advantage of persons interested in the winding up. See also Re Ross Wood & Sons Pty Ltd (1997) 23 ACSR 291.

202    I also noted in Re Biposo Pty Ltd that (a) the court should look to the conduct, both before and after the liquidation commenced, in cases where the essential attack is that the conduct of the liquidator has demonstrated a lack of independence (p732); and (b) the Court will be less likely to discharge a liquidator towards the end of the winding up, after he has become acquainted with the affairs of the company, than it would early in the winding up (p734).

203    The essential question in such an application is whether it would be perceived by a reasonable observer that the liquidator has manifested a tendency to favour certain interests at the expense of others: Re Biposo Pty Ltd at 735.

(Bold emphasis added.)

47    The case advanced by the applicants does not rise above the contention that, because of: (1) the content of the BRI Report; (2) the initial application to join Global as a defendant in the NSD 194 proceedings; and (3) the draft amended Statement of Claim of 13 November 2025, there may arise an apprehension of bias on the part of the BRI liquidators that they had formed a particular view of Global. Having regard to the conduct of the BRI liquidators since then, it is apparent that that potential for conflict has not arisen.

48    In my view the present case is too theoretical to fall within the class of cases which warrants the removal of the liquidators. The BRI liquidators stand in the shoes of Global and are obliged to act in its best interests in order to receive the debts owed to it and meet the debts owed by it to its creditors. The liquidator’s essential functions are to identify, take possession of and realise the company’s assets, to investigate and determine claims against the company and apply the assets to the satisfaction of those claims: Commissioner of Taxation v Iannuzzi (No 2) [2019] FCA 1818; 140 ACSR 497 at [201]–[209] (Stewart J). The duties of a liquidator are those of company officers (Corporations Act s 9AD) and include both general and statutory duties, mirroring those of company directors: Asden Developments Pty Ltd (in liq) v Dinoris [2017] FCAFC 117 at [91]–[92] (Greenwood, Davies and Markovic JJ). The question of a lack of independence is not to be judged only at the time of the appointment, but, as Young J noted in Market Holdings (at [201]–[203]), also having regard to the events thereafter. As Global accepts, there is no present conflict of interest between the BRI liquidators and Global insofar as the NSD 194 proceedings are concerned, because Global is a plaintiff in those proceedings and, insofar as the BRI liquidators have been appointed to other companies in the Richmond Group, they are in the same interest as Plaintiffs. The fact that early in their investigations the BRI liquidators may have considered joining Global as a defendant to the NSD 194 proceedings is not determinative of the matter. By investigating further and concluding that Global should be a plaintiff, the BRI liquidators removed any question of an actual conflict of interest.

49    Furthermore, the obvious complexity of the NSD 194 proceedings, and the efficiency and economies achieved associated with the retention of the same liquidators to act for substantially all of the plaintiffs in those proceedings, provides sound reasons in favour of retaining the BRI liquidators. Those matters demonstrate that:

(a)    the NSD 194 proceedings are of a significant scale and complexity;

(b)    there will be considerable cost and disruption to the conduct of the NSD 194 proceedings if new liquidators are appointed, especially in circumstances where a four week trial has been set down in May 2027 (less than a year away);

(c)    there will be considerable cost in effecting a hand over to another liquidator who is not familiar with background matters going to the conduct of the companies within the Richmond Group and the actions of Mr Cassaniti and Mr Panella;

(d)    any economy obtained by reason of savings because Mr Panella’s hourly charge out rates are less than those of the BRI liquidators is likely to be significantly overshadowed by the handover costs involved; and

(e)    all of the unsecured creditors, who are the parties in whose interest the liquidation is primarily conducted, consent to the retention of the BRI liquidators.

50    Should an actual conflict arise, then that can be addressed by the liquidators, for instance, by the appointment of a special purpose liquidator, if the Court is satisfied that the burden on creditors imposed by that course is not unwarranted: see Warner (liquidator), in the matter of Sakr Bros Pty Ltd (in liq) [2019] FCA 547 at [19] (Griffiths J).

51    Further, the circumstances of the matters raised by Global are materially different to those considered in Krejci No 3 insofar as they concerned Marginata and Reliance. As noted by the DCT in their submissions, the removal of Mr Krejci and Mr Keenan as liquidators in that context arose because it could be demonstrated they were brought into a direct conflict of interest.

52    It is not sufficient, as the submissions advanced by Global suggest, to point to a different fact situation and ask the court to infer that an apprehension of bias arises simply because previous orders have been made. The circumstances must be considered with a more nuanced eye, particularly where groups of companies are involved. On the evidence before the Court, a lay observer would not reasonably apprehend that the BRI liquidators could not bring an independent view to the conduct of the liquidation of Global in the assessment of its rights and obligations, simply by reason of the fact that at one point in time they had considered joining Global as a defendant to the NSD 194 proceedings in relation to moneys received by that company.

53    Nor do I consider that the mere fact that the Registrar in unrelated proceedings conducted in the Victorian Supreme Court reached a different view to be of particular assistance in the current application.

6.    DISPOSITION

54    I will make orders that the review application and the removal application be dismissed and invite written submissions going to the question of costs.

Associate:

Dated: 13 August 2026