The Court held that a mutual deed of release executed upon termination of employment did not bar claims by the employer against a former general manager for breach of fiduciary duties, contraventions of ss 181-183 of the Corporations Act, and conversion, where the employer was unaware of the existence, character and extent of the employee's liability when the deed was executed. Applying all three principles from Grant v John Grant & Sons Pty Ltd, the Court found that the release clause, though broadly worded, was not sufficiently clear to extend to unknown claims based on dishonest or fraudulent conduct, and that it would be unconscientious to permit the employee to rely on the general release given the asymmetry of knowledge at the time of execution. The Court also found the employee committed the tort of conversion by directing use of the employer's gold-bearing stockpile for his own benefit without authorisation, but FMR failed to prove on the balance of probabilities that $290,000 in payments to a co-conspirator were from the proceeds of the milling campaign, as the deceased co-conspirator's police interview statements lacked sufficient clarity to establish the necessary linkage.
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