Australian Securities and Investments Commission v GetSwift Limited (Liability Hearing) [2021] FCA 1384

Australian Securities and Investments Commission v GetSwift Limited (Liability Hearing) [2021] FCA 1384

GetSwift contravened its continuous disclosure obligations by failing to disclose material information regarding the status and terms of agreements announced to the market. Directors Hunter, Macdonald, and Eagle were knowingly involved in some or all of the contraventions and breached their duties of care and diligence. The majority of representations were misleading or deceptive in contravention of s 1041H of the Corporations Act and s 12DA of the ASIC Act.

Parties
Plaintiff: Australian Securities and Investments Commission; First Defendant: GetSwift Limited; Second Defendant: Bane Hunter; Third Defendant: Joel Richard Stuart Macdonald; Fourth Defendant: Brett Eagle
Jurisdiction
Australia
Judgment Date
10 November 2021
Procedural Posture
Civil Penalty Proceeding / Liability Judgment
Outcome
All contraventions alleged by ASIC in respect of GetSwift and relevant directors made out. Liability established. Further hearing set for orders and penalty.
Legal Topics
Continuous Disclosure Obligations, Directors' Duties, Misleading and Deceptive Conduct
Corporations Law Consumer Law Continuous Disclosure Obligations Directors' Duties Misleading and Deceptive Conduct

Case Brief

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Parties

Australian Securities and Investments Commission

Plaintiff

GetSwift Limited

First Defendant

Bane Hunter

Second Defendant

Joel Richard Stuart Macdonald

Third Defendant

Brett Eagle

Fourth Defendant

Procedural Posture

Civil Penalty Proceeding / Liability Judgment

Legal Issues

  1. 1 Whether GetSwift contravened its continuous disclosure obligations under s 674 of the Corporations Act 2001 (Cth) and ASX Listing Rule 3.1
  2. 2 Whether directors were knowingly involved in contraventions by the company
  3. 3 Whether GetSwift engaged in misleading or deceptive conduct in contravention of s 1041H of the Corporations Act and s 12DA of the ASIC Act

Ratio Decidendi

GetSwift contravened its continuous disclosure obligations by failing to disclose material information regarding the status and terms of agreements announced to the market. Directors Hunter, Macdonald, and Eagle were knowingly involved in some or all of the contraventions and breached their duties of care and diligence. The majority of representations were misleading or deceptive in contravention of s 1041H of the Corporations Act and s 12DA of the ASIC Act.

Court Disposition

All contraventions alleged by ASIC in respect of GetSwift and relevant directors made out. Liability established. Further hearing set for orders and penalty.

Orders

  • The parties file by 5pm on 17 November 2021 an agreed minute or competing minutes of order to reflect these reasons.
  • The proceeding be adjourned for a case management hearing at 9:30am on 19 November 2021.