This matter involved numerous claims for declaratory relief including claims that a particular share sales agreement and a shareholders deed be declared void in addition to a number of alterative claims including that the share sales agreement had been terminated. Claims for restitutionary damages and claims pursuant to sections 237 and 243 of the Australian Consumer Law were also made as were claims for oppression and for the appointment of a liquidator. The matter was settled before final hearing.
This long running commercial dispute involved allegations of Oppression and uncommercial conduct by a director of a number of companies that operated hotels in Sydney. The matter also involved allegations of breaches of fiduciary duties and causation, breach of duty to act for a proper purpose and a principle in London Loan and Savings Co of Canada v Brickenden [1934] 3 DLR 465. There was also an analysis and application of what constituted informed consent and of appropriate remedies such as Account and entitlement to claim just allowances for skill, expertise and labour in circumstances of breach. The application of limitation periods and equitable defences including the equitable doctrine of laches was also considered. Voting at meetings of directors was raised as well as the application of the Articles of Association of the companies.
This matter involved the question of whether a company’s share register ought to be corrected to record an individual as the holder of a share. Questions as to the proper construction of section 175 of the Corporations Act and what amounted to “a proper instrument of transfer” were raised.
This matter involved an appeal in circumstances where there had been a compulsory acquisition of shares. The appeal concerned the extent of the power given to ASIC by section 730 of the Corporations Act. The High Court examined the legislative history of section 730 and its meaning.
This case involved the construction of a company’s articles of association in circumstances where there had been a refusal to register a transfer of shares.
