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Business Structures in 2007: An eventful year in review — issues for you and your clients to consider

Two cases during 2007 aptly illustrated the need for joint venturers to carefully document their relationship — in particular, whether fiduciary duties apply between the parties as they would in a partnership. The Cleardocs Team at Maddocks

In Farah v Say-Dee, the High Court appeared to assume that fiduciary duties applied to the relationship — despite the parties having agreed that it was a joint venture.

In ASIC v Citigroup, the Victorian Supreme Court confirmed that parties can expressly 'contract out' of fiduciary duties — including in documents such as joint venture agreements.

These cases remind practitioners that they cannot rely on the assumption that fiduciary duties do not apply to joint venturers — even so, express contractual terms can address the issues adequately.

For a more detailed summary of the cases and the differences between partnerships and joint ventures, see our full article here.

 

Lawyer in Profile

Julian Smith
Julian Smith
Partner
PH: 61 3 9258 3734

Julian Smith is a partner in the Maddocks Commercial team.

Julian advises extensively in the following areas:

  • trusts law;
  • self managed super funds;
  • business and company sales and acquisitions; and
  • financial services law.

Julian advises clients ranging from public companies servicing the wholesale financial services market to high net worth individuals and their advisers.

Julian has been with Maddocks since undertaking articles in 2001.