The Court held that where a person disqualified from managing corporations under s 206A of the Corporations Act purported to act as a director, the company may ratify the relationship of agency assumed by that person without retrospectively making them a director, because s 206A(2) does not prevent a disqualified person from being an agent. Ratification was established on the facts where the sole director had full knowledge of material circumstances, executed an express resolution, and was not shown to be a mere puppet despite cross-examination. The Court also granted an interlocutory injunction to preserve disputed shares worth approximately $126 million, finding the balance of convenience favoured preservation notwithstanding the absence of evidence of the plaintiff's financial capacity to meet an undertaking as to damages, and set aside subpoenas that lacked a sufficiently precise forensic purpose beyond general credit relevance.
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