O’Connor v O’Connor [2021] NSWSC 1056

Supreme Court New South Wales

Medium Neutral Citation: O'Connor v O'Connor [2021] NSWSC 1056 Hearing dates: 2, 3, 4, 5 and 9 August 2021 Decision date: 24 August 2021 Jurisdiction: Equity - Commercial List Before: Hammerschlag J Decision: Summons dismissed Catchwords: EQUITY – Fiduciary duties – Whether by oral agreement the defendant shareholder and director of a company agreed to transfer to each of the plaintiffs an 8.33% shareholding in the company – Where plaintiffs allege that by virtue of their being (or being entitled to be) shareholders the defendant had a fiduciary duty to inform them of a proposal by a third party to purchase all of the shares in the company for a very substantial sum of money prior to the parties executing a Deed of Settlement and Mutual Release under which the plaintiffs sold whatever interest they had in the company to the defendant – HELD – Oral agreement alleged not established – Fiduciary duty not established Cases Cited: Briginshaw v Briginshaw (1938) 60 CLR 336 Brunninghausen v Glavanics (1999) 46 NSWLR 538 Coleman v Myers [1977] 2 NZLR 225 Helton v Allen (1940) 63 CLR 691 Jones v Dunkel (1959) 101 CLR 298 Rejfek v McElroy (1965) 112 CLR 517 Watson v Foxman (1995) 49 NSWLR 315 Category: Principal judgment Parties: Morgan Benedict O'Connor – First Plaintiff Michael Stack – Second Plaintiff John Joseph O'Connor – Defendant Representation: Counsel: B. DeBuse with I. Chatterjee – Plaintiffs D. Studdy SC with T. Boyle – Defendant