1In a two-person company where both director-shareholders had access to company funds, the court assessed liability based on which director controlled particular financial processes — one controlled the books and cheques, the other controlled cash receipts — and held each accountable for misuse within their respective spheres of control.
2Issue estoppel applied to findings of fact made in prior winding-up proceedings regarding misdescription of personal expenses in company records, precluding the respondent from re-litigating those findings, though the question whether the Mills v Cooper exception to issue estoppel applies in this jurisdiction was left open.
3A director who pays bribes from company funds bears the onus of showing value was obtained for the company; where the evidence established the contracts were won on their merits and not as a result of the bribes, the full amount must be refunded.
Case Details
Citation[2016] NSWSC 609
CourtNSWSC
JurisdictionNew South Wales
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