Foyster v Foyster Holdings

The case of Foyster v Foyster Holdings involved a dispute between the plaintiff, a director of the defendant company, and the company itself. The plaintiff sought to represent the company in legal proceedings, but the company had initially appointed other directors to act on its behalf. The dispute centred on two applications, one by the plaintiff and another by the company's appointed directors, seeking to represent the company in the legal action. The case was heard in the Supreme Court of New South Wales.

The legal issues before the court included whether the plaintiff, as a director of the company, had the authority to represent the company in the proceedings, and if so, whether the company's initial appointment of other directors to represent it should be set aside. The court also had to determine the appropriate costs order in relation to the competing applications to represent the company, including whether the costs should be payable forthwith and whether indemnity costs should be awarded.

The court found that the plaintiff, as a director, did not have the authority to represent the company in the proceedings, as the company had already appointed other directors to act on its behalf. However, the court acknowledged that the plaintiff and the company's appointed directors were eventually able to resolve the dispute and deal with the defence of the proceedings. The court decided that both applications to represent the company should be dismissed. Regarding the costs, the court held that the gross sum should be awarded, and the costs should be payable forthwith. However, the court declined to award indemnity costs, finding that there was no basis for such an award in the circumstances of the case.

The court ordered that the costs of the competing applications to represent the company be paid forthwith, but did not award indemnity costs. The plaintiff and the company's appointed directors were directed to resolve the issue of representation in the proceedings, and the case proceeded on that basis.