The Court held that money in a company's bank account is presumptively beneficially owned by that company, and the party asserting a Quistclose trust bears the onus of proving the mutual intention required, which cannot be discharged by bare assertions of 'conduit' use unsupported by documentary evidence and contradicted by intermixing of funds. A spouse who was not the appointed director but who operated the company's bank account, negotiated with creditors, corresponded with stakeholders as CEO/CFO, and performed all substantive management functions was found to be a de facto director under s 9AC(1)(b) of the Corporations Act throughout the relevant period. The directors' causing of net transfers exceeding $1 million from the company to a related entity for no consideration, without turning their minds to the company's separate interests, constituted breaches of s 181(1), and a constructive trust was imposed over a proportionate interest in real property into which the misapplied funds were traced, including through mortgage repayments.
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