Dan Harrison

July 21, 2011

NSW has joined a Queensland father in challenging the constitutional validity of the controversial national school chaplaincy program, arguing the scheme exceeds the federal government’s powers.

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Allens Arthur Robinson

The Supreme Court of Queensland has made an award of damages under the Corporations Act 2001 (Cth) for the ‘improper’ conduct of a company director. On the facts, the director had caused the company to enter into a joint venture agreement principally for the benefit of someone other than the company; indeed, it was a positive detriment to the company. The case highlights the importance of company directors understanding and distinguishing the interests of the company from their own personal commercial interests and the commercial interests of others. The Court affirmed that it is sufficient for the purposes of a claim for damages that the Court has jurisdiction to grant an injunction restraining the director.

Reproduced with permission of Allens Arthur Robinson and in accordance with their terms of use.

In brief: This week’s Federal Court decision in relation to ASIC’s case against Centro’s directors demonstrates how demanding a director’s duties in approving financial statements are. In order to meet those demands, Boards may seek to change the ways in which financial information is presented to them and how they review it. Partners Matthew McLennan (view CV), John Morgan (view CV) and Jeremy Low (view CV) and Senior Associate Simon Lewis report.

• The facts
• The judge’s reasoning on duty
• The significance of the decision

Reproduced with permission of Allens Arthur Robinson and in accordance with their terms of use.

In brief: Members of the former James Hardie Group insured by HIH have established their entitlement to payment of reinsurance recoveries held by the liquidators of HIH. Partner Dean Carrigan (view CV), Lawyer Larissa Chu and Law Graduate Alexander Edwards report.

• Background
• The decision
• Conclusion

Reproduced with permission of Allens Arthur Robinson and in accordance with their terms of use.

In brief: The Full Federal Court recently handed down its appeal decision overturning the trial judge, and finding that Fortescue Metals Group misled the market and failed to comply with its continuous disclosure obligations in connection with announcements to the ASX and the media in 2004. Partner Richard Harris (view CV) , Senior Associate Andrew Byrne and Lawyer Rima Hor comment on the implications for listed companies and their directors and officers.

• Relevant facts
• Misleading announcements
• Continuous disclosure
• Duty of care and diligence

Reproduced with permission of Allens Arthur Robinson and in accordance with their terms of use.

The fiduciary duties of directors are comprehensively reviewed by the WA Court of Appeal. I refer to the judgment of Murphy JA at paragraphs 364 – 454.

Brisbane Barrister – David Cormack