Cleanfin Pty Ltd v Forest Carbon Methodology Pty Ltd

COURT OR TRIBUNAL

Federal Court of Australia

DATE FILED (OR FIRST HEARING DATE)

03/05/2022

LITIGATION TYPE

Corporate Accountability

SUBJECT MATTER

Carbon credits and offsets

REVIEW TYPE

N/A

SUMMARY

CORPORATIONS — Application by plaintiff for leave to bring derivative proceedings on behalf of company under s 237 of Corporations Act 2001 (Cth) — Whether company will bring proceedings — Whether the company is acting in good faith — Whether in the best interests of company that plaintiff be granted leave — Whether proposed proceedings involve serious questions to be tried — Leave to bring derivative proceedings granted.

PRACTICE AND PROCEDURE — Application to amend originating process and statement of claim — Whether proposed amendments would be liable to be struck out — Whether new legal foundation for claim arises out of facts already pleaded — Whether proposed amendment is likely to cause prejudice and delay in proceedings — Consideration of ss 37M and 37N of the Federal Court Act 1979 (Cth) and r 16.21(1)(d) of the Federal Court Rules 2011 (Cth) — Further particulars required — Leave to amend originating process granted — Leave to file an amended statement of claim to be granted subject to the provision of further particulars.

“Terra Carbon and Geo Carbon were incorporated by Schultz and Tyndall: for the purpose of the anticipated future commercial exploitation of the Submission; further or in the alternative, to conduct a business akin to that which might otherwise have been conducted by the FGFJV and FCM in relation to the avoidance of carbon emissions and obtaining carbon credits; and further or in the alternative, would not have been incorporated otherwise than for the purpose of the matters pleaded”.

CASE DOCUMENTS

Cleanfin Pty Ltd v Forest Carbon Methodology Pty Ltd [2024] FCA 489