Bell Group Ltd (in liq) v Westpac Banking Corp [2008]

Bell Group Ltd (in liq) v Westpac Banking Corp [2008] 

The decision in Bell Group Ltd v Westpac Banking Corp clarifies certain aspects when a director breaches his/her duty to avoid conflict of interest by means of being benefited more than the enterprise.
Specifically the judgment states that:

• The liability of a director or an officer does not start when there is a presence of conflict of interest in the transaction. Such liability arises when the director or officer pursues the transaction in order to achieve personal benefit. This can be done when the director or officer enters into a transaction where his/her interests conflicts the interest of the enterprise.
• The process of proving that there is conflict of interests is done in an objective manner. This means that it is unnecessary to prove that fraud or dishonesty has taken into place.
• The conflict of interest can be in the form of financial gain or non-financial aspect. 
• The conflict of interest may arise through direct or indirect. 
• The conflict of interest must be substantial enough for the director or officer to resort to the breaching such duty.