Category: Corporations and Securities Law
The New South Wales Court of Appeal (Gleeson JA) has refused to grant leave to the Chief Commissioner of State Revenue to proceed against two companies that are each subject to a deed of company arrangement.
Roslyn Kaye – The New South Wales Court of Appeal allowed this appeal brought by the ANZ bank. The trial judge had found that the bank was not entitled to rely upon an assumption that a forged guarantee document had been duly executed. The Court of Appeal held that the bank was entitled to rely upon the assumptions in sections 129(4) and (5) of the Corporations Act 2001 that the guarantee had been duly executed, and accordingly the guarantee was enforceable against the respondent company.
Roslyn Kaye – In this appeal, the New South Wales Court of Appeal: (a) dismissed an appeal by two company directors who were found by the trial judge to have breached their directors’ duties; and (b) upheld an appeal by an individual alleged to have been in knowing receipt of monies transferred to her by the directors in breach of their fiduciary duties.
In this case, the High Court rejected an argument that to constitute ‘insider’ trading in contravention of the Corporations Act 2001, the information of which the accused person is in possession must be true and accurate. Justices Hayne, Crennan, Kiefel and Bell delivered a joint judgment and Justice Heydon delivered a separate judgment in which his Honour agreed with the plurality that the appeal ought to be dismissed.
The Queensland Court of Appeal unsurprisingly declares that members of the committee of an incorporated association are entitled to access and copy its business documents.