Blackshaw Services Pty Ltd and Ors v. Cureton [2001] NSWSC 548

New South Wales Supreme Court

CITATION : Blackshaw Services Pty Ltd and Ors v. Cureton [2001] NSWSC 548 CURRENT JURISDICTION: Equity Division FILE NUMBER(S) : SC 3750/92 HEARING DATE(S) : 18 to 22, and 27 June, 2001 JUDGMENT DATE : 4 July 2001

Blackshaw Services Pty Ltd (First Plaintiff) Jack Hicks (Second Plaintiff) Hinemoa Pty Ltd (Third Plaintiff) PARTIES : Hicks Holdings Pty Ltd (Fourth Plaintiff) Hinemoa Properties Pty Ltd (Fifth Plaintiff) Hinemoa (Sales) Pty Ltd (Sixth Plaintiff) William H. Cureton (Defendant) JUDGMENT OF : Palmer J

COUNSEL : M.J. Slattery QC, R. Marshall (Plaintiffs) D.D. Feller, A. Fernon (Defendant) SOLICITORS : Henshaws (Plaintiffs) Grahame W.Howe (Defendant) CATCHWORDS : EQUITY - FIDUCIARY OBLIGATIONS - Defendant one of two directors of corporate plaintiff and a sole signatory of bank account - defendant derives benefit from various transactions with corporate plaintiffs - fails to make full and frank disclosure to other director - breach of fiduciary duty - defendant liable to account as a fiduciary. - EQUITY - UNCONSCIONABLE CONDUCT - Whether contract giving defendant a profit share in the business of the corporate plaintiffs enforceable - defendant places controller of corporate plaintiffs in position of special disadvantage - plaintiffs cannot adequately conserve their own interests - unconscionable conduct by the defendant - contract should be set aside in equity. - INTEREST - COMPOUND INTEREST - Defendant in breach of fiduciary duty - breach not of a minor or technical nature - plaintiffs deprived of use of the money - compound interest awarded. LEGISLATION CITED : Supreme Court Rules 1970 Blomley v. Ryan (1956) 99 CLR 362 Commercial Bank of Australia Ltd v. Amadio (1983) 151 CLR 447 CASES CITED : Garcia v. National Australia Bank Ltd (1998) 72 ALJR 1243. Hungerfords v. Walker (1990) 171 CLR 125 Louth v. Diprose (1992) 175 CLR 621 Schipp v. Cameron (unrep. SCNSW 12 October 1998, Einstein J) DECISION : Defendant ordered to account. Cross claim dismissed.