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Disqualification of directors - ignorance is not bliss: Gabay and Anor and Australian Securities and Investments Commission 2014 AATA 425s

  • Gilbert + Tobin
  • -
  • Australia
  • -
  • August 26 2014

In this case, the Administrative Appeals Tribunal upheld ASIC's 1 year disqualification period for one director (and extended the period to 18 months

Some clarity on the extent of the implied duty to exercise a contractual discretion in good faith: Caswell v SonyATV Music Publishing (Australia) Pty LTD 2014 NSWSC 841

  • Gilbert + Tobin
  • -
  • Australia
  • -
  • August 26 2014

This case provides some useful clarification of the extent of the implied duty to exercise a contractual discretion in good faith. The New South

When will a contract by frustrated for illegality?: PT Arutmin Indonesia v PT Thiess Contractors Indonesia 2013 QSC 332

  • Gilbert + Tobin
  • -
  • Australia
  • -
  • February 25 2014

The Supreme Court of Queensland refused to find that changes in the law which affected a company's ability to engage a contractor or changes to the

High Court signals end of jireh debate and reads “reasonable endeavours” obligation broadly: Electricity Generation Corporation v Woodside Energy Ltd 2014 HCA 7

  • Gilbert + Tobin
  • -
  • Australia
  • -
  • April 28 2014

The High Court decision in this case is of interest in relation to the commercial interpretation of contracts generally and specifically the use and

When will an “in principle” settlement agreement be enforceable? Sayed v National Australia Bank Limited

  • Gilbert + Tobin
  • -
  • Australia
  • -
  • October 24 2013

An "in principle" settlement agreement which was expressed to be "binding but subject to formal deed that will contain further terms not

Victorian Supreme Court considers whether the cancellation of minority shares was "fair and reasonable" in Elkington v CostaExchange Ltd

  • Gilbert + Tobin
  • -
  • Australia
  • -
  • December 14 2011

The plaintiff was a minority shareholder of the defendant company

It takes more than a “polite enquiry” by email to form an offer to contract: Mark Anthony productions (NSW) Pty Ltd v The University of Sydney Union 2014 NSWSC 120

  • Gilbert + Tobin
  • -
  • Australia
  • -
  • March 24 2014

An email by an existing licensee to the licensor asking whether it would be 'stretching the friendship" to ask for a new licence for a further term

Can a party cash in an unconditional performance guarantee pending the resolution of a dispute?: Walton Construction Pty Ltd v Pines Living Pty Ltd 2013 ACTSC 237

  • Gilbert + Tobin
  • -
  • Australia
  • -
  • February 25 2014

The unconditional nature of a bank guarantee does not necessarily imply an unconditional entitlement to cash in the guarantee in the absence of an

Can a deed be binding without the signature of all parties?: Pratap v Permanent Custodians Limited 2013 NSWSC 1918

  • Gilbert + Tobin
  • -
  • Australia
  • -
  • February 25 2014

This case serves as a useful reminder that once a party has signed, sealed and delivered a deed (other than a guarantee), it becomes binding on that

When can a lender form an opinion that a MAC has occurred?: Minumbra Lancewood Pty Ltd v AM Lancewood Investment Nominees Pty Limited 2013 NSWSC 1929

  • Gilbert + Tobin
  • -
  • Australia
  • -
  • February 25 2014

This case illustrates the challenges inherent in interpreting MAC clauses given they tend to be heavily negotiated and tailored provisions, with the