Geoffrey William Vines v Australian Securities & Investments Commission [2007] NSWCA 75

Reported Decision: 62 ACSR 1(2007) 25 ACLC 448 Appeal Outcome: Special leave refused with costs by the High Court - 14 December 2007

New South Wales Court of Appeal

CITATION: Geoffrey William Vines v Australian Securities & Investments Commission [2007] NSWCA 75 This decision has been amended. Please see the end of the judgment for a list of the amendments.

HEARING DATE(S): 10, 16 & 17 November 2006

JUDGMENT DATE: 4 April 2007

JUDGMENT OF: Spigelman CJ at 1; Santow JA at 579; Ipp JA at 805

DECISION: 1 Appeal from the judgment of Austin J, being ASIC v Vines [2005] NSWSC 738, allowed in part; 2 Declarations 6, 8, 9, 10 and 11 set aside; 3 Appeal dismissed with respect to Declarations 1, 2, 3, 4, 5 and 7; 4 Appeal from the judgment of Austin J, being ASIC v Vines [2005] NSWSC 1349, dismissed; 5 Direct each party to file further submissions on the issue of penalty within three weeks of the date hereof; 6 No order as to the costs of the appeal.

CATCHWORDS: Corporations – Management and administration – Duties and liability of officers of corporation – Statutory Duty of Care and Diligence – Standard of care for contraventions under the statutory provisions equivalent to the civil standard – s232(4) Corporations Law - Corporations – Management and administration – Duties and liability of officers of corporation – Statutory Duty of Care and Diligence – The statutory duty set out in s232(4) Corporations Law is a duty owed to the corporation - Corporations – Management and administration – Duties and liability of officers of corporation – Procedural fairness is informed by the context of civil penalty proceedings - Corporations – Management and administration – Duties and liability of officers of corporation – s1317 & s1318 Corporations Act – Appellate intervention in discretionary judgments - Procedure – Judgments and orders – Effect of delay in delivering judgment.