Maria’s Farm Veggies Pty Ltd v Maria’s Kitchen Gardens Pty Ltd [2018] NSWSC 670

Supreme Court New South Wales

Medium Neutral Citation: Maria's Farm Veggies Pty Ltd v Maria's Kitchen Gardens Pty Ltd [2018] NSWSC 670 Hearing dates: 24 April 2018; further written submissions 4 May 2018 Date of orders: 17 May 2018 Decision date: 17 May 2018 Jurisdiction: Equity - Corporations List Before: Parker J Decision: See at [40], [69], and [71]. Catchwords: CORPORATIONS LAW – breaches of directors' duties – Corporations Act 2001 (Cth), ss 180, 181 and 182 – payment of company moneys to related companies – where directors of company also directors of recipient companies – liability of recipient companies – knowing receipt within Barnes v Addy (1864) LR 9 Ch App 244

JUDGMENTS AND ORDERS – double recovery – liability of recipient to repay money paid in breach of fiduciary duty – liability of director for compensation - concurrency

EQUITY – equitable compensation – breach of duty resulting in payment out of money – potential recovery from recipients – compensation awarded for full amount but on terms Legislation Cited: Corporations Act 2001 (Cth), s 1317H Cases Cited: ASIC v Adler [2002] NSWSC 483 Demetrios v Gikas Dry Cleaning Industries Pty Ltd (1991) 22 NSWLR 561 FAL Healthy Beverages v FAL Retail [2017] NSWSC 476 Foskett v McKeown [2011] 1 AC 102 Grimaldi v Chameleon Mining NL (No 2) (2012) 200 FCR 296 Tang Man Sit v Capacious Investments Ltd [1996] AC 514 Thorn v Boyd (No 2) [2015] NSWSC 199 Category: Principal judgment Parties: Maria's Farm Veggies Pty Ltd (Plaintiff) Maria's Kitchen Gardens Pty Ltd (First Defendant) Cornelis Disselkoen (Second Defendant) Stefan Disselkoen (Third Defendant) Australian-Dutch Glasshouse Systems Pty Ltd (Fourth Defendant) Hortiagro Services Pty Ltd (Fifth Defendant) Representation: Counsel: DR Stack (Plaintiff)