By Mark Harley | Principal, Boss Lawyers
In our commercial litigation practice at Boss Lawyers, few matters escalate as quickly or as destructively as director disputes. Whether it’s a breakdown in trust, misuse of company funds, or an attempted boardroom coup, we regularly see clients blindsided by conduct that breaches fiduciary duties and destabilises the business they helped build.
Yet many of these disputes could be resolved or avoided if legal advice was sought earlier.
The Anatomy of a Director Dispute
Most disputes between directors start subtly:
- Lack of transparency with company finances
- Exclusion from decision-making
- Unexplained related-party transactions
- Shadow directorships and phoenixing concerns
Left unchecked, these behaviours can trigger oppression claims, winding-up applications, or personal liability for insolvent trading. By the time clients walk through our doors, value has already been lost.
Why Shareholders and Co-Directors Call Us
At Boss Lawyers, we act for both minority shareholders and controlling directors navigating high-stakes governance issues. Our team is regularly briefed in matters involving:
- Breaches of ss 180–184 of the Corporations Act 2001
- Deadlocked boards and urgent injunctive relief
- Disputes over dividend entitlements, director loans, and trust assets
- Investigations into misappropriation, diversion of opportunities, and insolvent trading
We also work closely with forensic accountants and insolvency professionals to secure evidence, preserve assets, and structure practical resolutions.
What Makes the Difference?
In our experience, what separates a good outcome from a disastrous one is timing and strategy. Directors need to:
- Act decisively when red flags appear
- Document concerns early and clearly
- Preserve access to company records
- Obtain independent legal advice before retaliating or resigning
We’ve resolved disputes through negotiation, strategic restructuring, and, when necessary, aggressive litigation including applications under s 232 for oppressive conduct and s 461 for just and equitable winding up.
Final Word
If you’re a lawyer, accountant, or adviser seeing boardroom tensions boil over, early engagement with experienced commercial litigators can mean the difference between business continuity and collapse.
Director disputes are rarely just legal issues they’re personal, emotional, and reputational. At Boss Lawyers, we’re trusted by professionals across Brisbane and beyond to cut through the noise, protect our clients, and restore commercial focus.
Mark Harley
Principal, Boss Lawyers
🕴 Commercial litigation. Director disputes. Strategic enforcement.
