On 3 May 2012 the High Court handed down its long anticipated judgment in proceedings brought by the Australian Securities & Investments Commission against the non-executive directors of James Hardie Industries Limited and against the company secretary and general counsel of the company. In two separate decisions, the High Court held that the non-executive directors had breached their duties as a director of the company by approving the company’s release of a misleading announcement to the Australian Stock Exchange and that the Company Secretary/General Counsel had failed to discharge his duties as an officer of the company with the degree of care and diligence that a reasonable person in his position would have exercised. This article considers the decision in relation to the directors, a separate article considers the decision in relation to the Company Secretary/General Counsel.
Significant cases, legislation or articles referred to
- Australian Securities & Investment Commission v Hellicar & Ors  HCA 17
- Section 180(1) of the Corporations Act 2001 (Cth)
- ASIC v Forrest and Fortescue Metals Group (transcript)
- Australian Securities & Investments Commission v Healey  FCA 717
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