Matter Technology Ltd v Mrakas; Mrakas v Matter Technology Ltd [2018] NSWSC 507

Supreme Court New South Wales

Medium Neutral Citation: Matter Technology Ltd v Mrakas; Mrakas v Matter Technology Ltd [2018] NSWSC 507 Hearing dates: 9-13 April 2018; further submissions 17 April 2018 Decision date: 24 April 2018 Jurisdiction: Equity - Commercial List Before: Stevenson J Decision: First defendant engaged in serious misconduct and breached his contractual and statutory duties as director and CEO of plaintiff; plaintiff justified in terminating first defendant's employment; plaintiff entitled to declaratory relief to this effect; first defendant's cross claim to be dismissed Catchwords: CORPORATIONS — Directors and officers — Directors' duties — Duty not to use position as director or officer improperly — Duty not to use information improperly — where first defendant as director and CEO of plaintiff wrongly claimed ownership of intellectual property, confidential information and copyright material of the plaintiff and purported to conduct an Initial Coin Offering in the name of the second defendant using that material – where first defendant had sought and been refused authority from the board of the plaintiff to engage in that conduct – whether first defendant thereby acted in breach of his statutory duties

EMPLOYMENT LAW —contract of service and rights, duties and liabilities as between employer and employee — duration and termination of employment — whether first defendant acted in breach of his contractual duties to the plaintiff — whether first defendant engaged in serious misconduct such as to warrant termination of his employment as CEO Legislation Cited: Copyright Act 1968 (Cth) Corporations Act 2001 (Cth) Cases Cited: Blyth Chemicals Ltd v Bushnell (1933) 49 CLR 66; [1933] HCA 8 Coope v LCM Litigation Fund Pty Ltd [2016] NSWCA 37 Rankin v Marine Power International Pty Ltd [2001] VSC 150 Shepherd v Felt & Textiles of Australia Ltd (1931) 45 CLR 359; [1931] HCA 21 Texts Cited: D Rountree, E Adams, S Meacher and A Cook, "A security by any other name: initial coin offerings and legal issues around blockchain fund raisings" (2017) 21(6) IHC 126 Category: Principal judgment Parties: Matter Technology Ltd (First Plaintiff/Cross-Defendant) Matter IP Pty Ltd (Second Plaintiff) Christopher Mrakas (First Defendant/Cross-Claimant) Platipus Foundation Pty Ltd (Second Defendant) Representation: Counsel: J J Hutton (Plaintiffs/Cross-Defendant) J E Rawlings (Defendants/Cross-Claimant)