Hilton International Ltd v Hilton - [1989] 1 NZLR 442

Company law — Dividends — Validity of capital dividend — Duties of directors — Standard of proof required in civil proceedings when fraud alleged against directors — Directors declared capital dividend to themselves as sole shareholders from the proceeds of the sale of property when the company was in a state of trading insolvency and when the declaration of the dividend placed the company in a state of doubtful balance sheet insolvency — Accounts for company were not prepared before declaration of dividend — Company subsequently went into voluntary liquidation — Whether directors had acted fraudulently — Whether directors were negligent — Whether directors owed a duty to the company and its creditors and were liable to compensate the company for any breach of duty - whether directors were entitled to relief — Whether shareholders should refund dividend — Companies Act 1955, s 468.