find the latest legal job
Senior Associate - Litigation & Dispute Resolution
Category: Litigation and Dispute Resolution | Location: Melbourne CBD & Inner Suburbs Melbourne VIC
· Come work for a firm ranked in Lawyers Weekly Top 25 Attraction Firms
View details
Associate - Workplace Relations & Safety
Category: Industrial Relations and Employment Law | Location: Brisbane CBD & Inner Suburbs Brisbane QLD
· Employer of choice · Strong team culture
View details
Freelance Lawyers
Category: Banking and Finance Law | Location: All Perth WA
· Freelance opportunities through Vario from Pinsent Masons
View details
Freelance Lawyers
Category: Other | Location: All Adelaide SA
· • Qualified lawyer with a strong academic background
View details
Freelance Lawyers
Category: Other | Location: All Melbourne VIC
· • Qualified lawyer with a strong academic background
View details
Lawyers weigh in on Hardie decision

Lawyers weigh in on Hardie decision

A High Court decision overturning a NSW Court of Appeal relating to seven directors of James Hardie shows the law is "rigorous and unforgiving”, says a Baker and McKenzie partner.

A High Court decision overturning a NSW Court of Appeal relating to seven directors of James Hardie shows the law is "rigorous and unforgiving”, according to a Baker and McKenzie partner.

"[The] decision in Shafron shows again that where there is a wrongful disclosure, the law is rigorous and unforgiving,” said Baker and McKenzie corporate partner James Halliday.

The decision reminds all directors and boards of their duty to act with care and diligence, as well as the risks involved.

Halliday targeted comments about the decision to general counsel, who are also often company secretaries. He said “they usually have a high workload and many responsibilities. Despite this, most are very conscientious and mindful of the need to keep their board and investors properly informed”.

“The rigour of this decision is consistent with the line taken in the recent Centro decision and the Court of Appeal in Fortescue, which is currently under appeal to the High Court.”

The Australian Institute of Company Directors has used the decision as a chance to reiterate that continuous disclosure remains an extremely difficult area for listed companies and their boards.

As the Institute continued to review and analyse the full High Court judgment this week, it said the case has potentially wide implications for directors, company secretaries and general counsel, in the understanding of their duties and responsibilities.

“Board members should apply their individual, considered judgement to matters that are highly significant to the company, especially issues with market sensitivity and that involve ASX disclosure,” said John Colvin, Australian Institute of Company Directors CEO and managing director.

“The case again puts the spotlight on the area of continuous disclosure and places additional emphasis on the need for boards to carefully consider whether statements made in their company’s releases are appropriately qualified,” Colvin said.

He argued the case would draw greater focus to board administration processes, such as the selection of agenda items, detail within board papers and minute-taking procedures and approval, which is likely to include increase the demands directors place on company secretaries and general counsels.

“The decision also reinforces the need for ongoing, quality director education. Directors must keep themselves up-to-date, generally and with the law. They should become familiar with this decision,” Colvin said

“We will incorporate discussion of the judgment and its implications within our education activities for directors, where participants learn the theory, and discuss the practice, of directors’ legal duties and responsibilities,” he said.

Company Directors said it is concerned that in an environment where regulation and red-tape is increasing, the role of a company director is becoming increasingly onerous and this is having a detrimental impact on board recruitment and retention.



Like this story? Read more:

QLS condemns actions of disgraced lawyer as ‘stain on the profession’

NSW proposes big justice reforms to target risk of reoffending

The legal budget breakdown 2017

Lawyers weigh in on Hardie decision
lawyersweekly logo
Promoted content
Recommended by Spike Native Network
more from lawyers weekly
Oct 20 2017
Podcast: One of law’s most infamous alumni – in conversation with Julian Morrow
In this episode of The Lawyers Weekly Show, Melissa Coade is joined by The Chaser’s Julian Morrow....
Oct 20 2017
High Court overturns ‘excessive’ anti-protest legislation
Bob Brown’s recent victory in the High Court over the Tasmanian government was a win for fundament...
Oct 20 2017
Changes to Australian citizenship laws blocked
Attempts to beef up the requirements to obtain Australian citizenship were thwarted this week, after...
Allens managing partner Richard Spurio, image courtesy Allens' website
Jun 21 2017
Promo season at Allens
A group of lawyers at Allens have received promotions across its PNG and Australian offices. ...
May 11 2017
Partner exits for in-house role
A Victorian lawyer has left the partnership of a national firm to start a new gig with state governm...
Esteban Gomez
May 11 2017
National firm recruits ‘major asset’
A national law firm has announced it has appointed a new corporate partner who brings over 15 years'...
Nicole Rich
May 16 2017
Access to justice for young transgender Australians
Reform is looming for the process that young transgender Australians and their families must current...
Geoff Roberson
May 11 2017
The lighter side of the law: when law and comedy collide
On the face of it, there doesn’t seem to be much that is amusing about the law, writes Geoff Rober...
May 10 2017
Advocate’s immunity – without fear or without favour but not both
On 29 March 2017, the High Court handed down its decision in David Kendirjian v Eugene Lepore & ...