When Timetables Break: Power, Procedure and Fairness in Australasian Memory Pty Ltd v Brien
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Published: 18 November 2025 | Reviewed: 18 November 2025
(3-minute read)
Case Summary
This case, Australasian Memory Pty Limited v Brien [2000] HCA 30, turned on a simple but high-stakes question: what happens when an administrator convenes the second creditors’ meeting too early?
Under Pt 5.3A of the Corporations Law, strict timelines govern external administrations. The administrator here convened the second meeting eight days before the five-business-day period following the end of the convening period. That irregularity, if unfixable, would unravel the creditors’ later resolution to wind up the company and all steps taken in reliance on that resolution.
The High Court confirmed that s 447A gives the Court broad power to modify how Pt 5.3A operates for a particular company, even where the administration has technically ended. The Court emphasised:
“It is important to notice that the orders that may be made under s 447A(1) are described as orders about how Pt 5.3A is to operate ‘in relation to a particular company’. The power is not cast in terms of a power to cure defects… Its operation is not confined to such cases.”
The Court held that the discretion under s 447A extends to altering how timetable provisions apply, and that such orders may validly address past irregularities so long as their effect operates prospectively.
Because the creditors and liquidators had acted on the basis of the winding-up resolution, the High Court found no accrued rights would be unfairly disturbed. The appeal was dismissed.
Why It Still Matters
For modern businesses, the case illustrates how procedural errors in insolvency can trigger cascading commercial consequences, jeopardising recoveries, impairing negotiations with secured creditors, and creating costly satellite litigation.
The real-world risk is informational asymmetry: executives often rely entirely on appointed administrators or external lawyers, assuming procedural compliance is being monitored. This case shows how the validity of critical steps (meetings, notices, resolutions) can be challenged months later, exposing the company and its officers to avoidable uncertainty.
When power and information concentrate in a single advisory stream, the client is often the last to know a small procedural irregularity has become a large commercial problem.
How to Avoid the Same Trap
The core risk in Australasian Memory is lack of independent oversight of process-sensitive decisions. A structure that relies on a single professional pathway increases the chance that timetable errors, notice issues or administrative steps go undetected until challenged.
Clean Law’s Independence & Oversight Safeguard directly addresses this structural risk. The safeguard is built around two simple, public-accountability features:
No referral fees and no shared profits (per our published Referral Policy), removing incentives that might otherwise keep scrutiny soft.
Transparent oversight mechanisms, including ACNC-governed reporting and Law-Society–audited trust-account activity, ensuring that procedural steps can be independently checked rather than assumed.
This matters in cases like Australasian Memory because the problem was not commercial judgment, it was process governance. A governance-first structure reduces the chance that a timetable breach will go unnoticed, and improves the quality of decisions made in reliance on those procedural steps.
When clients want to minimise the chance that a small misstep later becomes a strategic liability, they often look for structures that build independence into every stage of the legal process.
Explore our independence safeguards and how publicly-audited structures are designed to limit the types of procedural risks exposed in Australasian Memory.
If your matter involves insolvency pressures, contested timelines, or potential irregularities, a confidential conversation can help map your safest next step.
Book a confidential consult
By Nicky Wang
Principal Solicitor
Legal Liaison Ltd (trading as Clean Law)
Prepared in accordance with public-interest governance,
annual Law Society trust-account audits, and ACNC-reported standards.
Disclaimer: This page is intended to provide general information only and is not legal advice. The contents may not reflect the most current legal developments and do not take into account your individual circumstances. You should not act or refrain from acting on the basis of this information without obtaining legal advice tailored to your situation.
