The Full Court of the Federal Court has dismissed an appeal against the decision of Foster J rejecting the appellants’ claims for compensation for alleged breaches by Babcock & Brown Ltd of its continuous disclosure obligations in the midst of the global financial crisis.
Author: Daniel Lorbeer
This note addresses Justice Beach’s findings on the applicant’s liability case in TPT Patrol Pty Ltd v Myer Holdings Ltd.
Beach J largely upheld shareholders’ claims that Myer had breached continuous disclosure obligations and engaged in misleading or deceptive conduct, also concluding that they could rely on market-based causation. However, his Honour dismissed the proceeding. How? This note and others to follow seek to unpack the issues.
The circumstances giving rise to the claims against the insolvent investment and financial services company for breaches of continuous disclosure obligations in its dying days are so unique that the judgment is also likely to fade into unreported oblivion. There are, however, a couple of aspects that are of interest.
A company’s claims against its lawyers and non-executive chairperson after a failed attempt to list have been dismissed. The case offers a unique insight into a float which sunk and the gruelling hours worked by the company’s advisors, and stands as a testament to the judgment exercised by the company’s non-executive directors, who were placed in an invidious position.
The Victorian Court of Appeal and a Full Court of the Federal Court have each recently held that the statutory priority regime applies to the winding up of companies that act as trustees of trading trusts, confirming that employee claims and a liquidator’s remuneration and costs are priority debts. Special leave to appeal the Court of Appeal’s decision has been sought.
The New South Wales Court of Appeal has held that a brothel owner’s failure to disclose an association with a bikie gang before the grant and renewal of insurance policies for the brothel did not entitle the insurer to decline cover.
In Crown Melbourne Ltd, the High Court held that a statement that lessees “would be looked after at renewal time” did not give rise to an estoppel in favour of the lessees. The judgments of the majority members of the Court should not distract attention from, or suggest a confinement of, the broad inquiry involved in assessing a claim of promissory (or proprietary) estoppel.