MURRAY GOULBURN CO-OPERATIVE CO LTD AND ANOTHER V AIG AUSTRALIA LTD

[2021] FCA 288, Federal Court of Australia, Justice Beach, 26 March 2021

Insurance (liability) – Directors' and officers' policy – Side C cover for company – Coverage for "securities claims" – Retroactive date – Exclusion for "professional services"

The shareholders of MGCL, which was founded in 1950, were dairy farmers. In May 2015 MGCL undertook a capital restructuring which allowed others to invest in the business. On 1 May MGUT was established as a managed investment scheme, and a subsidiary, MGRE, was appointed as its trustee. The effect was that non-dairy farmer investors who wished to participate in MGCL could do so through MGUT. Units in MGUT were made available to the public pursuant to a Product Disclosure Statement (PDS) which invited offers from 9 June 2015 to 24 June 2015. Thereafter an institutional offer was made on 29 June 2015. MGUT was listed on the Australian Securities Exchange on 3 July 2015 and on 31 August 2015 revised financial forecasts for 2016.