Steadfast ICT Security Pty Ltd v Peak

Case [2021] ACTSC 199


SUPREME COURT OF THE AUSTRALIAN CAPITAL TERRITORY

Case Title:

Steadfast ICT Security Pty Ltd v Peak

Citation:

[2021] ACTSC 199

Hearing Dates:

3 – 14 May 2021

DecisionDate:

30 August 2021

Before:

Mossop J

Decision:

See [452]

Catchwords:

EQUITY – FIDUCIARY DUTIES – Fiduciary duty to employer – where employees and former director of the plaintiff copied confidential information and transferred commercial arrangements to the fourth defendant – where steps by the employees to transfer the business were taken prior to employment ending – where fourth defendant received benefit of the plaintiff’s business – breach of first, second and third defendants’ fiduciary duties established – breach of duty to avoid conflicts established against the fifth defendant

EQUITY – REMEDIES – Account of profits– whether fourth defendant was a knowing participant in first defendant’s breach of fiduciary duty – whether fourth defendant liable to account to plaintiff – liability of the fourth defendant established – director of the fourth defendant had knowledge of and cooperated in scheme to take benefit of the plaintiff’s business – account of profits ordered – fourth defendant to disgorge profits over two year period

CONTRACTS – CONTRACT OF EMPLOYMENT – Breach of contracts – breach of obligation to act with honesty, care and skill established against first, second and third defendants – breach of obligations in relation to confidential information and intellectual property established against first, second and third defendants – breach of restraint of trade clause established against first defendant – restraint clause not enforceable against second and third defendants

CORPORATIONS – STATUTORY DUTIES – Duties of employees and directors – where employees and former director were alleged to have breached duties owed to the plaintiff under ss 180, 181, 182 and 183 of the Corporations Act 2001 (Cth) – breaches established against the first, second, third and fifth defendants

Legislation Cited:

Corporations Act 2001 (Cth), ss 9, 180, 181, 182, 183, 1317H

Supreme Court Act 1933 (ACT), s 34

Cases Cited:

Allen v Tobias (1958) 98 CLR 367

Ancient Order of Foresters in Victoria Friendly Society Ltd v Life Plan Australia Friendly Society Ltd [2018] HCA 43; 265 CLR 1
British American Tobacco Australia Services Ltd v Cowell [2002] VSCA 197; 7 VR 524
Clark v State of New South Wales [2006] NSWCA 673; 66 NSWLR 640
Consul Development Pty Ltd v DPC Estates Pty Ltd (1935) 132 CLR 373
Emeco International Pty Ltd v O’Shea [No 2] [2012] WASC 348; 225 IR 423
Katsilis v Broken Hill Pty Co Ltd (1977) 18 ALR 181
Koops Martin v Dean Reeves [2006] NSWSC 449
Lifeplan Australia Friendly Society Ltd v Ancient Order of Foresters in Victoria Friendly Society Ltd [2017] FCAFC 74; 250 FCR 1

Warman International Ltd v Dwyer (1995) 182 CLR 544

Texts Cited:

JD Heydon, Heydon on Contract (Lawbook, 2019)

Parties:

Steadfast ICT Security Pty Ltd ( Plaintiff)

Gareth Peak ( First Defendant)

Lachlan Watt ( Second Defendant)

Nenad Stefanovic ( Third Defendant)

Dreamtime Supply…

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Steadfast ICT Security Pty Ltd v Peak [2021] ACTSC 199
Case
[2021] ACTSC 199
Decision Date

CaseChat Overview and Summary

The plaintiff, Steadfast ICT Security Pty Ltd, claimed against its former employees and director, Gareth Peak, Lachlan Watt, Nenad Stefanovic and David Glavonjic, and Dreamtime Supply Company Pty Ltd, alleging that they had breached their fiduciary duties, contracts of employment and statutory obligations. Steadfast alleged that Peak and the others had copied confidential information and transferred commercial arrangements to Dreamtime with the intention of obtaining the benefit of Steadfast's business. The defendants denied the allegations. The court found that Peak, Watt, Stefanovic and Glavonjic had breached their fiduciary, contractual and statutory obligations to Steadfast by transferring the benefit of Steadfast's business to Dreamtime. Peak's conduct was described as thoroughly dishonest and in flagrant breach of his obligations. The court found that Glavonjic, a director of Dreamtime, was aware of Peak's breach of duty. Dreamtime, as a knowing participant in the breach of fiduciary duty, was ordered to account to Steadfast for profits in the sum of $1,187,249.64. The proceedings were adjourned to permit the parties to consider the reasons and then return for directions as to the process for resolution of the remaining issues.

Orders

Orders of the court

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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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