Shan v Zhang

Shan sought summary judgment against Zhang, a third party, on a claim for knowing assistance in breach of fiduciary duties. The dispute arose from a claim against several defendants for damages for breach of fiduciary duty and other causes of action. The court considered the application based on the pleaded case and evidence provided by the parties. The primary issue was whether Zhang had sufficient knowledge to be considered a knowing assistant in the breaches of fiduciary duty. Zhang was the sole director of a Chinese company that acted on the instruction and direction of a ‘supervisor’ and controlling shareholder. The court examined whether Zhang’s role and the evidence provided were sufficient to establish his knowledge.

The court found that the claim against Zhang was not made out on the pleaded case and evidence. The plaintiff alleged that Zhang had knowledge, but this was based on speculation rather than concrete evidence. The court held that Zhang’s role did not automatically confer knowledge of the breaches of fiduciary duty, and the plaintiff had not provided sufficient evidence to establish Zhang's knowledge. The court also considered whether the claim for contribution or indemnity was a claim in respect of the ‘same damage’ and whether the plaintiff’s alleged unclean hands could defeat the application. The court concluded that the plaintiff had not demonstrated a prima facie case against Zhang, and the application for summary judgment was refused. The court referred to various legal principles and authorities, including Farah Constructions Pty Ltd v Say-Dee Pty Ltd and Baden v Société Générale pour Favoriser le Développement du Commerce et de l’Industrie en France SA, to support its reasoning.