High Court of Australia

Wellington Capital Limited v Australian Securities and Investments Commission [2014] HCA 43

5 Nov 2014

Case Number: S275/2013


French CJ, Crennan, Kiefel, Bell, Gageler JJ


Corporations – Managed investment schemes – Role of responsible entity under Ch 5C of Corporations Act 2001 (Cth) – Construction of scheme constitution – Where responsible entity granted all powers "legally possible" for person or corporation to have – Where responsible entity made in specie distribution of scheme property to unit holders – Whether distribution beyond responsible entity's powers under scheme constitution.

Trusts – Managed investment schemes – Responsible entity as statutory trustee –Whether general principles of law relating to trusts apply to responsible entity's functions under scheme constitution.

Practice and procedure – Federal Court of Australia – Where Federal Court made declaration that responsible entity had no power under scheme constitution to distribute scheme property to unit holders – Where unit holders not represented in appeal – Whether Federal Court erred in exercising discretion to make declaration.

Words and phrases – "in specie distribution", "managed investment scheme", "responsible entity", "return of capital".

Corporations Act 2001 (Cth) – ss 9, 124, 231, 601FB(1), 601FC, Ch 5C.

Federal Court of Australia Act 1976 (Cth) – ss 21–23.

Trusts Act 1973 (Q) – s 33(1)(l).

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