美国代写:合资企业和合作伙伴

美国代写:合资企业和合作伙伴

在花旗集团(Citigroup)和维多利亚时代的最高法院不能由客户承担进入一个合资企业,从他们欠到合资企业的义务,受托责任不能被排除在外。

上述情况下的花旗集团(Citigroup)解释说,它必须考虑的客户进入合资公司,在这些类型的企业,如果他们希望排除受托责任的应用。只要事业可以正确描述为合资企业,然后就可以做到这一点,也在合资企业的协议,只要这些职责明确排除在外。

在上述情况下,花旗集团持有人数呈现他们的企业金融服务相关的帕特里克的可能的收购公司。此外,它是由花旗集团同意,他们将同意代表人数。是在授权信的协议,尤其是排除任何一种信托关系中涉及政党。

索赔在本例中是违反利益冲突,ASIC使花旗集团诉讼。声称通过ASIC,花旗集团活动中:

帕特里克•个人兴趣购买股票的花旗集团(Citigroup)时将获得一个可能出价收购;和

•忠诚的责任损失

提交的ASIC,无论条款的授权信花旗集团(Citigroup)和人数的关系的本质就像信托关系。(来源:沃克v花旗集团全球市场澳大利亚企业有限公司2005和[2006][2005]FCA FCAFC 101)

是由维多利亚最高法院的应用受托责任显然是排除在授权信,完成双方之间关系的基础是合同和授权信确定条款;一个精确的合同术语被允许法律排除受托责任的情况下,完成合同关系为基础。桥的石油,它的眼睛被正义Kirby说,法律,法律关系是建立了一家合资企业。(来源:澳大利亚石油天然气有限公司石油有限公司(1995)14 v桥AMPLA牛60新南威尔士州上诉法院)。

美国代写:合资企业和合作伙伴

In the case of Citigroup vs Victorian Supreme Court it can’t be assumed by the clients who enter in a joint venture that from the obligations which they owe to the joint venture, the fiduciary duties can’t be excluded from it.
The above case of Citigroup explains that it must be considered by the clients who enter in joint venture that in these types of ventures if they wish to exclude the application of fiduciary duties or not. As long as the undertaking could be described properly as joint venture, then this could be done, and also in the agreement of joint venture as long as these duties are excluded explicitly.
In the above case, Citigroup was engaged by Toll Holdings to render them with some of the corporate finance services related to a possible takeover of Patrick Corporation. Moreover, it was agreed by Citigroup that they would agree on behalf of Toll. It was in Mandate Letter that the agreement was set out which particularly excluded any kind of fiduciary relationship amongst the involved parties.
The claim in this case was that it was in breach of a conflict of interest that ASIC brought proceedings against Citigroup. It was claimed that by ASIC that Citigroup had engagements amongst:
• Personal interest of Citigroup in buying shares of Patrick at the time when it might gain from a possible bid of takeover; and
• The duty of Loyalty to Toll
It was submitted by ASIC that regardless of the terms of the Mandate Letter the nature of Citigroup and Toll’s relationship was like that of a fiduciary relationship. (Source: Walker v Citigroup Global Markets Australia Pty Ltd [2005] FCA 1866 and [2006] FCAFC 101)

It was held by the Victorian Supreme Court that the application of the fiduciary duties were clearly excluded from the Mandate Letter; the basis of the complete relationship amongst the two parties was the contract and the Mandate Letter determined the terms; a precise contractual term was allowed by the law to exclude fiduciary duties in case the complete relationship is based in the contract. In the case of Bridge Oil, it was said by Justice Kirby that in the eye of law, a legal relationship is established for a joint venture. (Source: Australian Oil & Gas Corporation Ltd v Bridge Oil Ltd (1995) 14 AMPLA Bull 60 NSW Court of Appeal.)