JSB171 Lecture Notes - Lecture 1: Jim Bosnjak, Mercedes-Benz 500K, William Deane
Document Summary
Fiduciary duties: hospital products ltd v united states surgical corporation. Director of company is in fiduciary relationship with company: mills v mills. Duties owed to company, not to shareholders (percival v wright) or creditors (spies v r) Duty to act in good faith & for a proper purpose: s181(1); re smith & fawcett. Courts generally reluctant to review business judgements of directors and to substitute own judgment on merits: harlowe"s nominees v woodside (a) duty to act bona fide in the interests of the company. Directors owe a fiduciary duty to act bona fide in the interests of the company: mills v mills. Real risk of insolvency interests of creditors as a whole: cannot enter arrangement which prejudices all creditors: kinsela v russell kinsela pty. Not interests of employees: parke v daily news. Not to creditors: spies v the queen. Lwb334 corporate law: but shareholders may bring derivative action [ remedies derivative action] Not to employees: parke v daily news.
