The Court of Appeal decision In Curtis v Gibson [2011] NZCA 373 (CA) highlights that a party to a former joint venture may still owe fiduciary duties to the other parties even after the joint venture has come to an end. As a result, care must be taken in considering whether to make unilateral use of information gained during the currency of the venture.

In Curtis, the appellant argued that the respondent had breached his fiduciary obligations in respect of a former joint venture by pursuing business opportunities that had arisen under the joint venture after the joint venture had ended. In the High Court, it was held that there had been no joint venture, and that even if there had been a joint venture, the respondent had not breached any fiduciary duty in relation to it.

The Court of Appeal, however, found that there had been a joint venture, and noted that fiduciary obligations may arise in joint ventures where some positive steps towards the implementation of a joint plan have taken place, even if that implementation is not completed. The Court also observed that upon the termination of a joint venture, confidentiality obligations may remain, and that the former joint venturers must still act equitably towards each other. Applying this principle to the dispute at issue, the Court found that the respondent had breached his fiduciary obligation by exploiting a business opportunity gained during the currency of the joint venture for his own benefit to the exclusion of the appellant.