FEDERAL COURT OF AUSTRALIA
Canberra Residential Developments Pty Ltd v Brendas [2010] FCAFC 125
Citation: Canberra Residential Developments Pty Ltd v Brendas [2010] FCAFC 125 Appeal from: Canberra Residential Developments Pty Limited v Brendas (No 5) [2009] FCA 34 Parties: CANBERRA RESIDENTIAL DEVELOPMENTS PTY LTD v SPIROS BRENDAS, KENOSS PTY LTD and CANBERRA LAND DEVELOPMENTS PTY LTD File number: ACD 12 of 2009 Judges: FINKELSTEIN, SIOPIS AND KATZMANN JJ Date of judgment: 24 September 2010 Catchwords: EQUITY – director – fiduciary duties – company acting as agent for a joint venture – whether director can act in competition with the principal
PRACTICE AND PROCEDURE – evidence – cross examination – cross examination by two counsel – when permitted
Legislation: Evidence Act 1995 (Cth) ss 27, 29(1), 41(1)(b) Cases cited: Aberdeen Railway Co v Blaikie Brothers (1854) 1 Macq 461; (1854) 23 LT 315
Birtchnell v Equity Trustees, Executors and Agency Company Limited (1929) 42 CLR 384
Boulting v Association of Cinematograph, Television and Allied Technicians [1963] 2 QB 606
Bray v Ford [1896] AC 44
Conway v R (2002) 209 CLR 203
Coulton v Holcombe (1986) 162 CLR 1
Doe v Roe (1809) 2 Camp 280; 170 ER 1155
Eva Pty Ltd v Charles Davis Ltd [1982] VR 515
GPI Leisure Corp Ltd v Herdsman Investments Pty Ltd (No 3) (1990) 20 NSWLR 15
Henderson, Hallam-Eames & Hughes v Merrett Syndicates Limited [1995] 2 AC 145
Hospital Products Limited v United States Surgical Corporation (1984) 156 CLR 41
House v King (1936) 55 CLR 499
In re Coomber [1911] 1 Ch 723
Metwally v University of Wollongong (No 2) (1985) 60 ALR 68
Moore v Wilson [2006] FCA 79
O’Brien v Komesaroff (1982) 150 CLR 310
Shears v Phosphate Co-operative Co of Australia Ltd (1989) 14 ACLR 747
Suttor v Gundowda Pty Ltd (1950) 81 CLR 418
Water Board v Moustakas (1988) 180 CLR 491Date of hearing: 11, 12 and 13 May 2010 Place: Canberra Division: GENERAL DIVISION Category: Catchwords Number of paragraphs: 53 Counsel for the Appellant: I Neil SC and G Blank Solicitor for the Appellant: Goodman Law Counsel for the First and Second Respondents: A S Martin SC and D J C Mossop Solicitor for the First and Second Respondents: Gillespie-Jones & Co Counsel for the Third Respondent: B J Salmon QC Solicitor for the Third Respondent: J S O’Connor Harris & Co
IN THE FEDERAL COURT OF AUSTRALIA
AUSTRALIAN CAPITAL TERRITORY
DISTRICT REGISTRY
GENERAL DIVISION
ACD 12 of 2009
ON APPEAL FROM THE FEDERAL COURT OF AUSTRALIA
BETWEEN: CANBERRA RESIDENTIAL DEVELOPMENTS PTY LTD
AppellantAND: SPIROS BRENDAS
First RespondentKENOSS PTY LTD
Second RespondentCANBERRA LAND DEVELOPMENTS PTY LTD
Third Respondent
JUDGES:
FINKELSTEIN, SIOPIS AND KATZMANN JJ
DATE OF ORDER:
24 SEPTEMBER 2010
WHERE MADE:
MELBOURNE
THE COURT ORDERS THAT:
1.The appeal be dismissed.
2.The appellant pay the respondents’ costs of the appeal.
Note:Settlement and entry of orders is dealt with in Order 36 of the Federal Court Rules.
The text of entered orders can…
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- AGLC
- Canberra Residential Developments Pty Ltd v Brendas [2010] FCAFC 125
- Case
- [2010] FCAFC 125
- Decision Date
CaseChat Overview and Summary
The court was required to determine whether the director breached any fiduciary duties by engaging in a competing venture while acting as an agent for the company. The central question was whether there was a conflict of interest and whether the director's actions constituted a breach of the duty of loyalty and the duty to avoid conflicts of interest. Another procedural issue was whether the practice of two counsel cross-examining a single witness was in accordance with the rules of evidence and procedure.
The court held that the director had indeed breached their fiduciary duties. It was found that by entering into a competing venture, the director acted in a manner that was contrary to their duties as an agent of the company. The court emphasised the importance of directors adhering to their fiduciary obligations and avoiding conflicts of interest. Regarding the procedural issue, the court ruled that it was not permissible for two counsel to cross-examine a witness simultaneously, finding this practice to be irregular and against the established rules of evidence. Consequently, the appeal was dismissed, and the appellant was ordered to pay the respondents' costs of the appeal.
Orders
Orders of the court
1. The appeal be dismissed.
2. The appellant pay the respondents’ costs of the appeal.
Note:
Background
Background to the litigation
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Evidence
Evidence Before The Court
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Decision
Reasons for decision
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Ratio Decidendi
Legal Principle Established
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