Corporate Law Judicial Decision-Making Panel
27 June 2013
andSupreme Court Conference - Directors' Duties: New Perspectives
The Hon. T. F. Bathurst, Chief Justice of NSW
Justice Randy J. Holland, Delaware Supreme Court, USA
The Hon. Justice Ruth S. McColl, AO, Supreme Court of NSW, Court of Appeal
Professor Jennifer Hill, Professor of Corporate Law, Sydney Law School
Professor Matthew Conaglen, Professor of Equity and Trusts, Sydney Law School
The goal of this Panel discussion is to examine how the judiciary in the United States and Australia decide corporate law cases.
In the United States, Delaware occupies a unique position in this regard. More than half of all U.S. firms trading on the NYSE and NASDAQ are incorporated in Delaware, and the Delaware Supreme Court is the pre-eminent U.S. corporate law decision-making forum.
The Panel will analyse how similar facts would be dealt with by U.S. judges compared to Australian judges. As a basis for this analysis, the Panel will compare and contrast key decisions on directors' duties from each jurisdiction. These are (i) Stone v Ritter, 911 A 2d 362 (Del. Supr., 2006), a Delaware Supreme Court decision, involving directors' duty of oversight and (ii) the Centro litigation (ASIC v Healey (2011) 196 FCR 291; ASIC v Healey [No 2] (2011) 196 FCR 430), involving directors' duty of care in Australia.
The Panel will comprise three leading judges - in the US context, Justice Randy J. Holland of the Delaware Supreme Court, and, in the Australian context, The Hon. T. F. Bathurst, Chief Justice of NSW, and The Hon. Justice Ruth S. McColl, AO, Supreme Court of NSW, Court of Appeal.MCLE/CPD points: 1
Directors' Duties: New Perspectives
The Hon. JD Heydon, AC, QC
Professor Richard Nolan, Faculty of Law, The University of York
Professor Matthew Conaglen, Faculty of Law, University of Sydney
The Hon. Justice Ashley Black, Supreme Court of New South Wales
Alan Cameron AO (Moderator)