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Menzies Advisory Liquidators & Receivers - Gold Coast, Brisbane, Sydney, Melbourne Our expert team consists of Registered Liquidators and qualified Accountants.

Menzies Advisory Liquidators & Receivers are specialists in corporate insolvency, corporate turnarounds and corporate evaluations. We have over 40 years experience and offer professional, compassionate and trusted insolvency, company administration and consulting services. We understand the difficulties associated with external administration and seek to make this time as stress-free as possible for effected stakeholders. We have empathy for your situation.

Most people assume once a company is deregistered, it's gone. Not quite.Under s601AH of the Corporations Act, a deregist...
13/10/2026

Most people assume once a company is deregistered, it's gone. Not quite.

Under s601AH of the Corporations Act, a deregistered company can be **reinstated** by:

→ **ASIC**, on its own application, or
→ **A person aggrieved** by the deregistration (typically a creditor, former officer, or member), by application to the court

Reinstatement returns the company to existence as if it had never been deregistered. All prior rights, liabilities, contracts, and property vest back in the company.

Why creditors bring these applications:

→ **A claim was overlooked at the time of deregistration.** The creditor needs the entity to exist so they can pursue it
→ **Voidable transactions need to be recovered.** A liquidator can only act if the company is on foot
→ **Directors need to be pursued for personal liability.** DPN, insolvent trading, and related claims often require the company to be in liquidation
→ **Assets have been discovered.** Property that was missed in the original wind-up needs a company to be attached to
→ **Third parties have claims that require the company as a party.** Litigation, insurance claims, statutory claims

The process:

→ Application to the Federal Court or state Supreme Court
→ Evidence supporting the claim to reinstate (interest of the applicant, justification, proposed next steps)
→ Notification to ASIC and any other identifiable interested parties
→ Court order for reinstatement
→ In most cases, a liquidator is appointed at the same time to conduct the affairs of the reinstated entity

For directors of previously wound up or deregistered companies: your position isn't necessarily closed off just because ASIC records show the company as deregistered. If a creditor has proper grounds, the company can come back — and so can the questions about your conduct.

For creditors sitting on claims against a deregistered company: don't assume the claim is gone. If the amount justifies it, reinstatement is a real option.

Learn more at www.menziesadvisory.com.au or you can call us on 1300 948 593.

A company is a defendant (or plaintiff) in active proceedings. It then enters administration or liquidation. What happen...
09/10/2026

A company is a defendant (or plaintiff) in active proceedings. It then enters administration or liquidation. What happens to the litigation?

The mechanics differ depending on the appointment:

**Voluntary Administration**
An automatic **stay** applies. Proceedings against the company are frozen unless the administrator consents or the court grants leave. The administrator has to assess whether to continue, settle, or discontinue the company's own proceedings.

**Liquidation**
A similar stay applies under s471B for court-ordered liquidations. For voluntary liquidations, the stay is narrower but the practical effect is often similar. The liquidator inherits the litigation and decides its future.

**SBR**
The moratorium under the SBR provisions provides limited protection — proceedings can still be commenced or continued in some circumstances, and legal advice on the specific application is essential.

What the practitioner considers:

→ **Merits of the case** — is the company likely to win, lose, or somewhere in between?
→ **Cost vs recovery** — even winning claims cost money to run
→ **Litigation funding** — third-party funders may be interested in strong claims
→ **Set-off with counterclaims** — a strong claim can be offset against a defendant's own claim
→ **Insurance coverage** — D&O or general policies may respond
→ **Statutory priorities** — legal costs from continued litigation are typically administration expenses (priority)

For lawyers acting for or against companies in this position:

→ The stay is real — filing a next step without leave is procedurally void
→ Communication with the practitioner is essential, and comes first
→ Assumed positions from before the appointment (like "they'll settle before trial") may no longer hold — the practitioner has a different calculus

For directors: if you're in active litigation and considering an appointment, factor the litigation into the timing. The wrong appointment at the wrong time can convert a winnable case into a lost one.

Learn more at www.menziesadvisory.com.au or you can call us on 1300 948 593.

At a creditors' meeting, the vote determines the outcome. In many cases, the largest creditor by value is a related part...
07/10/2026

At a creditors' meeting, the vote determines the outcome. In many cases, the largest creditor by value is a related party — the director's family trust, a group company, or a shareholder who's lent money in.

Australian insolvency law recognises the obvious risk: if related parties can vote their claims freely, they can determine the outcome regardless of what independent creditors want.

The safeguards:

→ **Related-party claims** must be disclosed in the practitioner's reports
→ **The chairperson at a creditors' meeting** has a casting vote and specific powers to discount or set aside related-party votes where necessary
→ **In an SBR context**, related-party creditors are specifically **excluded** from voting on the restructuring plan
→ **ASIC and the ATO** actively scrutinise resolutions where the outcome was determined by a related-party vote
→ **Voidable transaction provisions** apply retrospectively where a related party benefited from the outcome

Why the ATO is particularly attentive:

The ATO is often the largest independent creditor. In cases where a related party vote pushes through an outcome the ATO didn't support (a compromise, a specific liquidator appointment, or an unfavourable DOCA), the ATO has escalating options — from opposing the resolution at the meeting, to challenging it in court, to bringing separate recovery action later.

For advisors preparing a client for an insolvency process: if the numbers rely on related-party votes carrying the day, the plan is fragile. The independent creditor position needs to be the anchor, not the residual.

Learn more at www.menziesadvisory.com.au or you can call us on 1300 948 593.

The Voluntary Administration ends when creditors vote to approve a DOCA. But the DOCA itself typically runs for months o...
01/10/2026

The Voluntary Administration ends when creditors vote to approve a DOCA. But the DOCA itself typically runs for months or years afterwards, supervised by a **Deed Administrator**.

The role, in practice:

→ **Collect the deed contributions** — usually a defined payment schedule from the company or a third party
→ **Deal with creditor claims** — adjudicate proofs of debt for the compromise pool
→ **Distribute deed funds** — periodic distributions to admitted creditors under the deed's priority regime
→ **Monitor company compliance** — the deed usually imposes ongoing obligations on the company (trading covenants, reporting, restricted transactions)
→ **Report to creditors** — required updates on progress against the deed terms
→ **Terminate the deed** — either on successful completion or on default

What often goes wrong:

→ **Deed contributions aren't made on time.** The Deed Administrator has to decide whether to enforce, negotiate, or terminate
→ **New disputes arise about creditor claims.** Late-lodged proofs, contingent claims, and set-off issues get complicated
→ **The company breaches operational covenants.** Trading restrictions, dividend prohibitions, related-party transaction limits all need monitoring
→ **A key stakeholder loses interest.** A funding third party pulls back, a key contract goes bad, or the director's circumstances change

If the deed is complied with, it typically ends with a release of creditor claims and the company continues.

If the deed defaults, termination usually leads to liquidation, and the compromise of debts is unwound — creditors revert to full claims.

For directors entering a DOCA: the signing is the beginning, not the end. The compliance obligations are real and enforced.

For creditors: staying informed on the deed's progress matters. The Deed Administrator's reports are the primary source of information — read them, and ask questions when something looks off.

Learn more at www.menziesadvisory.com.au or you can call us on 1300 948 593.

Small Business Restructuring is unusual in that the practitioner works alongside the director rather than displacing the...
29/09/2026

Small Business Restructuring is unusual in that the practitioner works alongside the director rather than displacing them. That structure only works if the practitioner is genuinely independent.

The independence requirements:

→ The practitioner must be a **registered liquidator**
→ They must sign a **Declaration of Independence, Relevant Relationships and Indemnities (DIRRI)** at appointment, disclosing any prior dealings with the company, directors, or related entities
→ They must not have provided **material prior advice** to the company or its directors in the period before appointment (subject to some limited carve-outs)
→ They cannot become the **liquidator** of the same company if the SBR fails or ends
→ They cannot **hold financial interests** in the company or receive material benefits from any related party

Why this structure exists:

The whole point of SBR is that the director stays in control while a qualified professional oversees the restructuring plan and certifies it to creditors. If the practitioner has a prior relationship with the director, or a financial motive to see the process end in a particular way, that certification loses its value.

Practical implications:

→ The accountant or advisor who's been helping the client all along generally can't be the SBR practitioner
→ A "pre-insolvency advisor" who's been paid to prepare the plan and then wants to be appointed is a red flag
→ The practitioner's DIRRI is a public document — creditors and the ATO read it
→ Any undisclosed prior involvement can invalidate the whole process and expose the practitioner to ASIC sanction

For directors and their advisors: the practitioner you engage for an SBR needs to be at genuine arm's length from prior advisory work. That's not a technicality — it's the mechanism that gives the plan credibility with creditors.

Learn more at www.menziesadvisory.com.au or you can call us on 1300 948 593.

Most directors understand their duty is to the company and its shareholders. Fewer understand that this duty **shifts** ...
24/09/2026

Most directors understand their duty is to the company and its shareholders. Fewer understand that this duty **shifts** when the company approaches insolvency.

The principle:

When a company is solvent, directors owe duties to the company and, through it, primarily to shareholders. As the company approaches insolvency, the duty focuses increasingly on the interests of creditors — because creditors, not shareholders, are the ones whose economic interests are now at risk.

By the time the company is actually insolvent, the shift is complete: directors must have primary regard to creditor interests. Shareholders' interests are secondary because there is no residual value for them anyway.

Practical implications:

→ **Dividend payments** in the shadow of insolvency can be challenged
→ **Payments to related parties** (especially shareholders) get scrutinised
→ **Continued trading** that risks worsening the creditor position becomes an insolvent trading issue
→ **Salary or bonus increases** for directors at a time when creditors aren't being paid become recoverable
→ **Asset transfers** to shareholders or related entities become voidable

Why this matters practically:

→ The decisions directors make in the last 6–12 months before insolvency are the ones a liquidator will review most carefully
→ "The shareholders wanted us to do it" is not a defence
→ The shift in duty isn't optional — it's built into the case law and the statutory provisions on voidable transactions and insolvent trading

For directors: if the company is in financial difficulty, every material decision needs to be considered through the lens of "would creditors, if they knew, agree this is a defensible decision?" That's the standard the liquidator (and potentially the court) will apply later.

Learn more at www.menziesadvisory.com.au or you can call us on 1300 948 593.

There's a category of operator in the Australian market who calls themselves a "pre-insolvency advisor" or "business res...
22/09/2026

There's a category of operator in the Australian market who calls themselves a "pre-insolvency advisor" or "business rescue specialist." Some are legitimate. Many are not.

The legitimate version:

→ A registered liquidator, restructuring practitioner, or insolvency lawyer providing paid advice before a formal appointment
→ Focus is on assessing options (safe harbour, restructuring, SBR, VA, liquidation, or informal workouts)
→ Advice is documented, referrals are made to independent professionals for any formal appointment, and conflicts are managed
→ Fees are transparent and modest

The dangerous version:

→ Not a registered practitioner
→ Advises directors on how to "move assets" out of a company before insolvency
→ Recommends related-party transactions structured to defeat creditors
→ Promotes appointing "friendly" liquidators who will overlook problem transactions
→ Takes payment from what should be creditors' money
→ Often disappears when questions get asked later

The consequences of engaging with the dangerous version:

→ Director personal liability under phoenix and voidable transaction provisions
→ Facilitator liability for the advisor themselves
→ ASIC referrals and potential disqualification from managing corporations
→ In some cases, criminal exposure

For directors: if someone is offering you "insolvency solutions" that involve moving assets, restructuring ownership, or appointing a specific liquidator they've picked, walk away. That's not advice — it's participation in a scheme.

For accountants and lawyers: if a client shows up already engaged with a pre-insolvency advisor of this kind, the professional response is to stop, document, and get proper independent advice before proceeding.

Learn more at www.menziesadvisory.com.au or you can call us on 1300 948 593.

If you're a creditor of a company in liquidation or administration, the money doesn't come to you automatically. You hav...
18/09/2026

If you're a creditor of a company in liquidation or administration, the money doesn't come to you automatically. You have to prove your claim.

The process:

**1. Formal proof of debt lodged**
Typically on the practitioner's prescribed form. Must include the amount claimed, the basis of the claim, and supporting documentation (invoices, contracts, judgments, statements).

**2. Practitioner reviews and adjudicates**
The liquidator or administrator considers whether to admit the claim in full, partially, or reject it. This is a judicial function — they can and do reject claims that aren't properly supported.

**3. Notice of decision**
The creditor is notified of the outcome. If admitted, the creditor participates in any distribution. If rejected, the creditor has a right of appeal to the court.

**4. Distribution (if funds available)**
Once claims are adjudicated, available funds are distributed according to the statutory priority regime — secured creditors, employees (with statutory priority), then unsecured creditors.

Common reasons claims get rejected or reduced:

→ No supporting invoices or contracts
→ Set-off with pre-insolvency debts owed by the creditor
→ Claim is against a related party but appears not to be arms-length
→ Amount includes penalty or default interest that isn't recoverable
→ Claim duplicates another claim

For creditors: lodging a good proof of debt matters. A thin proof gets a thin outcome. Take the time to assemble the evidence properly the first time.

For accountants and lawyers advising creditor clients: the deadline to lodge matters, the format matters, and the supporting evidence matters. This isn't paperwork — it's the mechanism by which your client actually gets any recovery at all.

Learn more at www.menziesadvisory.com.au or you can call us on 1300 948 593.

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Southport, QLD
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