--- title: "Civil Penalties Under the Corporations Act | Astris Law" description: "Civil penalties under the Corporations Act, with ASIC v Adler and ASIC v Healey explained. What directors risk and how the penalties have grown." lang: en-AU json-ld: | [ { "@context": "https://schema.org", "@type": [ "LegalService", "LocalBusiness" ], "@id": "https://www.astrislaw.com/#organization", "name": "Astris Law", "legalName": "Astris Law Pty Ltd", "alternateName": [ "Astrons General Counsel", "Phronesis Litigation", "HeadStart Counsel" ], "url": "https://www.astrislaw.com", "logo": { "@type": "ImageObject", "url": "https://www.astrislaw.com/android-chrome-512x512.png", "width": 512, "height": 512 }, "image": "https://www.astrislaw.com/android-chrome-512x512.png", "description": "The Astris Law group gives directors and business owners the right legal capability for whatever their business needs, across corporate, disputes and regulatory. Not more lawyers than you need, the right one for the matter. Astris Law for one senior lawyer on high-stakes work, Astrons General Counsel for an embedded legal function, Phronesis Litigation for litigation intelligence, HeadStart Counsel for AML and CTF. One group, one standard, the right fit for each need.", "foundingDate": "2023", "founder": { "@type": "Person", "@id": "https://www.astrislaw.com/attorney/jamie-nuich#person", "name": "Jamie Nuich", "jobTitle": "Legal Practitioner Director", "url": "https://www.astrislaw.com/attorney/jamie-nuich" }, "telephone": "+61735195616", "email": "mail@astrislaw.com", "contactPoint": [ { "@type": "ContactPoint", "telephone": "+61735195616", "contactType": "customer service", "areaServed": "AU", "availableLanguage": "English", "hoursAvailable": "Mo-Fr 09:00-17:00" }, { "@type": "ContactPoint", "telephone": "+61735195616", "contactType": "reservations", "name": "New matter intake", "areaServed": "AU", "availableLanguage": "English" } ], "aggregateRating": { "@type": "AggregateRating", "ratingValue": "5.0", "reviewCount": 12, "bestRating": "5", "worstRating": "1" }, "review": [ { "@type": "Review", "author": { "@type": "Person", "name": "Katherine, Director" }, "reviewBody": "Jamie is someone any entrepreneur looking to change the game needs on their side.", "reviewRating": { "@type": "Rating", "ratingValue": "5", "bestRating": "5", "worstRating": "1" } }, { "@type": "Review", "author": { "@type": "Person", "name": "Tracy, COO" }, "reviewBody": "Jamie was approachable, took the time to really understand our business, communicated well ...", "reviewRating": { "@type": "Rating", "ratingValue": "5", "bestRating": "5", "worstRating": "1" } }, { "@type": "Review", "author": { "@type": "Person", "name": "Matthew, Director" }, "reviewBody": "... very educated in her field of law ...", "reviewRating": { "@type": "Rating", "ratingValue": "5", "bestRating": "5", "worstRating": "1" } }, { "@type": "Review", "author": { "@type": "Person", "name": "Jenny, Investor" }, "reviewBody": "For anyone needing a sharp, reliable lawyer, I can't recommend Jamie enough.", "reviewRating": { "@type": "Rating", "ratingValue": "5", "bestRating": "5", "worstRating": "1" } } ], "priceRange": "$$$", "address": { "@type": "PostalAddress", "streetAddress": "Level 2, 8 Clunies Ross Court", "addressLocality": "Eight Mile Plains", "addressRegion": "QLD", "postalCode": "4113", "addressCountry": "AU" }, "geo": { "@type": "GeoCoordinates", "latitude": -27.5783, "longitude": 153.0996 }, "hasMap": "https://maps.app.goo.gl/KcW4jYe7iW7jHYHp8", "areaServed": [ { "@type": "City", "name": "Brisbane" }, { "@type": "City", "name": "Gold Coast" }, { "@type": "State", "name": "Queensland" }, { "@type": "Country", "name": "Australia" } ], "openingHoursSpecification": { "@type": "OpeningHoursSpecification", "dayOfWeek": [ "Monday", "Tuesday", "Wednesday", "Thursday", "Friday" ], "opens": "08:30", "closes": "17:30" }, "knowsAbout": [ "Dispute Resolution & Litigation", "Insolvency & Restructuring", "Corporate & Commercial", "Employment & Workplace Relations", "Regulatory & Compliance", "Intellectual Property, Technology & Data", "Property", "Disciplinary Law", "Administrative Law & WHS", "Anti-Money Laundering (AML/CTF)", "Corporate Law", "Commercial Litigation", "Regulatory Compliance", "Financial Services Law", "Anti-Money Laundering", "FinTech Law", "Intellectual Property" ], "hasOfferCatalog": { "@type": "OfferCatalog", "name": "Legal services", "itemListElement": [ { "@type": "Offer", "itemOffered": { "@type": "Service", "name": "Dispute Resolution & Litigation", "description": "Strategic commercial litigation, debt recovery, injunctions and alternative dispute resolution for directors and business owners across Australia.", "url": "https://www.astrislaw.com/practice/dispute-resolution-litigation", "provider": { "@id": "https://www.astrislaw.com/#organization" } } }, { "@type": "Offer", "itemOffered": { "@type": "Service", "name": "Corporate & Commercial", "description": "Corporate and commercial advice for directors and business owners: company structuring, M&A, shareholder agreements, commercial contracts and director duties.", "url": "https://www.astrislaw.com/commercial-lawyers-brisbane", "provider": { "@id": "https://www.astrislaw.com/#organization" } } }, { "@type": "Offer", "itemOffered": { "@type": "Service", "name": "Employment & Workplace", "description": "Practical advice on Fair Work compliance, unfair dismissal, restraints of trade and workplace disputes for directors and business owners.", "url": "https://www.astrislaw.com/practice/employment-workplace-relations", "provider": { "@id": "https://www.astrislaw.com/#organization" } } }, { "@type": "Offer", "itemOffered": { "@type": "Service", "name": "Regulatory & Compliance", "description": "Defending and advising on ASIC, ACCC, AUSTRAC, NDIS Commission, AHPRA and WorkCover investigations, AML/CTF programs and Australian Consumer Law compliance for regulated businesses and professionals.", "url": "https://www.astrislaw.com/practice/regulatory-compliance-consumer-law", "provider": { "@id": "https://www.astrislaw.com/#organization" } } } ] }, "member": [ { "@type": "Person", "@id": "https://www.astrislaw.com/attorney/jamie-nuich#person", "name": "Jamie Nuich", "jobTitle": "Legal Practitioner Director", "url": "https://www.astrislaw.com/attorney/jamie-nuich", "image": "https://www.astrislaw.com/images/jamie-nuich-portrait.jpg", "hasCredential": [ { "@type": "EducationalOccupationalCredential", "credentialCategory": "degree", "name": "Bachelor of Laws (Honours)" }, { "@type": "EducationalOccupationalCredential", "credentialCategory": "degree", "name": "Bachelor of Business (Distinction)" }, { "@type": "EducationalOccupationalCredential", "credentialCategory": "professional", "name": "Solicitor of the Supreme Court of Queensland" }, { "@type": "EducationalOccupationalCredential", "credentialCategory": "professional", "name": "Solicitor of the High Court of Australia" }, { "@type": "EducationalOccupationalCredential", "credentialCategory": "certification", "name": "Nationally Accredited Mediator (NMAS)" } ], "memberOf": [ { "@type": "Organization", "name": "Queensland Law Society" }, { "@type": "Organization", "name": "Australian Disputes Centre" } ], "sameAs": [ "https://www.linkedin.com/in/jamienuich/", "https://www.qls.com.au/register-of-solicitors/jamie-leanne-nuich", "https://www.youandthelaw.com.au/organisation/98611/astris-law-pty-ltd" ] } ], "sameAs": [ "https://astrons.astrislaw.com", "https://phronesis.astrislaw.com", "https://headstartcounsel.astrislaw.com", "https://www.linkedin.com/company/astris-law", "https://www.youandthelaw.com.au/organisation/98611/astris-law-pty-ltd", "https://maps.app.goo.gl/KcW4jYe7iW7jHYHp8", "https://lawzana.com/lawyer/astris-law", "https://www.gpmg.uk/awarded-companies/astris-law", "https://www.qls.com.au/register-of-solicitors/jamie-leanne-nuich", "https://www.linkedin.com/in/jamienuich/" ], "slogan": "You don't need more lawyers. You need the right one.", "subOrganization": [ { "@type": "LegalService", "@id": "https://astrons.astrislaw.com/#organization", "name": "Astrons General Counsel", "url": "https://astrons.astrislaw.com", "description": "External general counsel for established Australian businesses: embedded, partner-level legal support combining law firm depth with in-house continuity.", "parentOrganization": { "@id": "https://www.astrislaw.com/#organization" } }, { "@type": "LegalService", "name": "HeadStart Counsel", "url": "https://headstartcounsel.astrislaw.com", "description": "AML/CTF Tranche 2 compliance counsel for Australian professional services businesses.", "parentOrganization": { "@id": "https://www.astrislaw.com/#organization" } }, { "@type": "Organization", "@id": "https://phronesis.astrislaw.com/#organization", "name": "Phronesis Litigation", "url": "https://phronesis.astrislaw.com", "description": "Astris Law's in-house litigation intelligence engine: legal research at machine speed, strategy earlier and disputes run with fewer surprises.", "parentOrganization": { "@id": "https://www.astrislaw.com/#organization" } } ], "brand": [ { "@type": "Brand", "name": "Astrons General Counsel", "url": "https://astrons.astrislaw.com" }, { "@type": "Brand", "name": "Phronesis Litigation", "url": "https://phronesis.astrislaw.com" }, { "@type": "Brand", "name": "HeadStart Counsel", "url": "https://headstartcounsel.astrislaw.com" } ] }, { "@context": "https://schema.org", "@type": "WebSite", "@id": "https://www.astrislaw.com/#website", "name": "Astris Law", "url": "https://www.astrislaw.com", "publisher": { "@id": "https://www.astrislaw.com/#organization" }, "inLanguage": "en-AU", "potentialAction": { "@type": "SearchAction", "target": { "@type": "EntryPoint", "urlTemplate": "https://www.astrislaw.com/articles?q={search_term_string}" }, "query-input": "required name=search_term_string" } }, { "@context": "https://schema.org", "@type": "SiteNavigationElement", "@id": "https://www.astrislaw.com/#navigation", "name": "Main Navigation", "hasPart": [ { "@type": "WebPage", "name": "About", "url": "https://www.astrislaw.com/about" }, { "@type": "WebPage", "name": "The Group", "url": "https://www.astrislaw.com/philosophy" }, { "@type": "WebPage", "name": "Practice Areas", "url": "https://www.astrislaw.com/practice-areas" }, { "@type": "WebPage", "name": "Articles", "url": "https://www.astrislaw.com/articles" }, { "@type": "WebPage", "name": "Contact", "url": "https://www.astrislaw.com/contact" } ] }, { "@context": "https://schema.org", "@graph": [ { "@type": "WebPage", "@id": "https://www.astrislaw.com/article/corporations-act-civil-penalties#webpage", "url": "https://www.astrislaw.com/article/corporations-act-civil-penalties", "name": "Civil Penalties under Corporations Act", "isPartOf": { "@id": "https://www.astrislaw.com/#website" }, "mainEntity": { "@id": "https://www.astrislaw.com/article/corporations-act-civil-penalties#article" }, "inLanguage": "en-AU" }, { "@type": "Article", "@id": "https://www.astrislaw.com/article/corporations-act-civil-penalties#article", "headline": "Civil Penalties under Corporations Act", "description": "ASIC secured $349.8 million in civil penalties in the second half of 2025 alone. From the Centro directors who misclassified $1.5 billion in debt, to the Storm Financial founders who lost everything, these are the real cases that show what civil penalties look like in practice - and what every Australian director needs to know.", "image": "https://www.astrislaw.com/images/articles/civil-penalties-corps.jpg", "datePublished": "2025-01-09", "dateModified": "2026-06-11", "author": { "@type": "Person", "@id": "https://www.astrislaw.com/attorney/jamie-nuich#person", "name": "Jamie Nuich", "jobTitle": "Legal Practitioner Director", "url": "https://www.astrislaw.com/attorney/jamie-nuich", "sameAs": [ "https://www.linkedin.com/in/jamienuich/", "https://www.qls.com.au/register-of-solicitors/jamie-leanne-nuich", "https://www.youandthelaw.com.au/organisation/98611/astris-law-pty-ltd" ], "hasCredential": [ { "@type": "EducationalOccupationalCredential", "credentialCategory": "Professional License", "name": "Admission to Practice", "recognizedBy": { "@type": "Organization", "name": "Supreme Court of Queensland" } } ], "affiliation": { "@type": "LegalService", "@id": "https://www.astrislaw.com/#organization", "name": "Astris Law", "url": "https://www.astrislaw.com" } }, "publisher": { "@id": "https://www.astrislaw.com/#organization" }, "about": { "@type": "LegalService", "name": "Corporate & Commercial", "serviceType": "Corporate & Commercial" }, "mainEntityOfPage": { "@id": "https://www.astrislaw.com/article/corporations-act-civil-penalties#webpage" }, "isPartOf": { "@id": "https://www.astrislaw.com/#website" }, "speakable": { "@type": "SpeakableSpecification", "cssSelector": [ ".article-summary", ".article-description" ] }, "inLanguage": "en-AU", "wordCount": 1911, "timeRequired": "PT10M", "articleSection": [ "Publication", "Corporate & Commercial" ], "keywords": "Corporate & Commercial, Publication, corporate, commercial" }, { "@type": "BreadcrumbList", "itemListElement": [ { "@type": "ListItem", "position": 1, "name": "Home", "item": "https://www.astrislaw.com" }, { "@type": "ListItem", "position": 2, "name": "Articles", "item": "https://www.astrislaw.com/articles" }, { "@type": "ListItem", "position": 3, "name": "Civil Penalties under Corporations Act", "item": "https://www.astrislaw.com/article/corporations-act-civil-penalties" } ] } ] } ] --- [Skip to main content](#main-content) The Astris Law Group Astris Astris Law [Astrons Astrons General Counsel ](https://astrons.astrislaw.com)[Phronesis Phronesis Litigation ](https://phronesis.astrislaw.com)[HeadStart HeadStart Counsel ](https://headstartcounsel.astrislaw.com) [![Astris Law S Icon](/assets/astris-logo-icon-kBkGra_r.png)![Astris Law](/assets/astris-logo-full-wbEHTWR5.png)](/) [About](/about)[The Group](/philosophy)[Practice Areas](/practice-areas)[Articles](/articles)[Contact](/contact)[Start here](/contact) [← Back to Articles](/articles)| [Corporate & Commercial →](/commercial-lawyers-brisbane) Publication 9 January 2025 (updated 1 February 2026) • 10 min read # Civil Penalties under Corporations Act ## Summary ASIC secured $349.8 million in civil penalties in the second half of 2025 alone. From the Centro directors who misclassified $1.5 billion in debt, to the Storm Financial founders who lost everything, these are the real cases that show what civil penalties look like in practice - and what every Australian director needs to know. Last reviewed 11 June 2026 · Reviewed by [Jamie Nuich](/attorney/jamie-nuich), Legal Practitioner Director · Published 9 January 2025 [ Part of our Director Liability resource. Explore the complete guide. ](/director-liability) ## Key Takeaways - Since the Treasury Laws Amendment (Strengthening Corporate and Financial Sector Penalties) Act 2019, the maximum civil penalty for an individual director is now 5,000 penalty units (approximately $1.65 million) or three times the benefit obtained, up from the previous $200,000 cap. - In ASIC v Healey \[2011\] FCA 717 (Centro), the Federal Court held that directors have an 'irreducible, non-delegable core duty' to read and understand financial statements before approving them, and cannot delegate this responsibility to management or auditors. - The business judgment rule under s 180(2) of the Corporations Act 2001 (Cth) does not apply to compliance decisions such as continuous disclosure, as confirmed in ASIC v Vocation \[2019\] FCA 807. - ASIC can pursue both civil penalties and criminal prosecution for the same conduct, as demonstrated in ASIC v Adler, where civil penalties of $450,000 and a 20-year ban were followed by criminal proceedings resulting in 4.5 years imprisonment. - The ASIC v Star Entertainment proceedings represent the first recent case where ASIC has pursued an entire board of directors for breach of s 180(1), including for failures in non-financial risk management such as AML/CTF compliance. ![A gavel over the Corporations Act, illustrating civil penalty provisions](/images/articles/civil-penalties-corps.jpg) In This Article 1. [1. The Penalty Framework: What Has Changed](#the-penalty-framework-what-has-changed) 2. [2. The Cases: What Actually Happened to Real Directors](#the-cases-what-actually-happened-to-real-directors) 3. [3. What Courts Actually Consider When Setting Penalties](#what-courts-actually-consider-when-setting-penalties) 4. [4. The Business Judgment Rule: When It Works and When It Doesn't](#the-business-judgment-rule-when-it-works-and-when-it-doesn-t) 5. [5. ASIC Lost Too: What Directors Can Learn](#asic-lost-too-what-directors-can-learn) 6. [6. Penalty Summary Table: Verified Case Outcomes](#penalty-summary-table-verified-case-outcomes) 7. [7. Civil vs Criminal: ASIC's Dual-Track Enforcement](#civil-vs-criminal-asic-s-dual-track-enforcement) 8. [8. If You Are a Director: What You Should Do Now](#if-you-are-a-director-what-you-should-do-now) ASIC secured $349.8 million in civil penalties in the second half of 2025 alone. The penalties are getting larger, the enforcement is getting more aggressive and no director - executive or non-executive - is immune. Below, Astris Law examines the real cases, the real penalty amounts and the lessons every Australian director should take from them. **Is your company or a director facing civil penalty proceedings?** We defend directors and corporations in regulatory enforcement actions. Call [(07) 3519 5616](tel:+61735195616). ## The Penalty Framework: What Has Changed Before 13 March 2019, the maximum civil penalty for an individual director was $200,000 per contravention. The median penalty actually imposed by courts was just $25,000. The _Treasury Laws Amendment (Strengthening Corporate and Financial Sector Penalties) Act 2019_ changed this dramatically. For contraventions occurring after 13 March 2019, the maximum penalty is now the greater of: - **For individuals:** 5,000 penalty units (approximately $1.65 million), or three times the benefit obtained or loss avoided - **For corporations:** 50,000 penalty units (approximately $16.5 million), three times the benefit or 10% of annual turnover (capped at 2.5 million penalty units - over $825 million) These are not theoretical maximums. ASIC is actively pursuing them. In _ASIC v Noumi Limited_ \[2025\] FCA 1524, the company agreed to a $5 million civil penalty - and in a first, the Federal Court directed the penalty funds to class action group members rather than the Commonwealth. ## The Cases: What Actually Happened to Real Directors ### ASIC v Adler \[2002\] NSWSC 171 - HIH Insurance Rodney Adler, a director of HIH Insurance, caused a HIH subsidiary to advance $10 million to a trust controlled by his associated entities. Part of those funds were used to purchase shares in HIH itself, propping up the share price. The transaction bypassed proper corporate safeguards and was initiated by Adler with the concurrence of CEO Ray Williams. **Duties breached:** ss 180, 181, 182, 183 and the related party transaction provisions (ss 208, 209). **Penalties:** Adler received a $450,000 pecuniary penalty, approximately $7 million in compensation orders (jointly with others) and a 20-year disqualification from managing corporations. Williams received a $250,000 penalty and a 10-year ban. The decision was upheld on appeal in _Adler v ASIC_ \[2003\] NSWCA 131. **What happened next:** ASIC then pursued criminal proceedings. Adler pleaded guilty and was sentenced to 4.5 years imprisonment (non-parole period of 2.5 years). This case illustrates that civil and criminal proceedings can both arise from the same conduct - the civil penalty is often just the beginning. ### ASIC v Healey \[2011\] FCA 717 - Centro Properties Eight directors and the CFO of Centro Properties Group approved financial statements that misclassified $1.5 billion in debt as non-current liabilities (when they were current) and failed to disclose US$1.75 billion in post-balance-date guarantees. Middleton J held that directors have an **"irreducible, non-delegable core duty"** to read, understand and focus upon the content of financial statements before approving them. This duty cannot be entirely delegated to management or external auditors. **Penalties:** CEO Andrew Scott received a $30,000 pecuniary penalty. CFO Romano Nenna received a 2-year disqualification. The six non-executive directors received no pecuniary penalties - only declarations of contravention and costs orders. Middleton J reasoned that the "widespread publicity" and reputational damage already suffered reduced the need for heavier financial penalties. **Why this matters for you:** If you are a non-executive director who signs off on financial statements without independently verifying the key numbers, _Centro_ confirms you have breached your duty of care. The court made clear that sitting on the board and trusting management is not enough. ### ASIC v Cassimatis \[2016\] FCA 1023 - Storm Financial Emmanuel and Julie Cassimatis were the sole directors and sole shareholders of Storm Financial, which operated a "one-size-fits-all" investment model involving double-gearing - home loans plus margin loans to invest in index funds. When markets collapsed, clients lost their homes and retirement savings. The Cassimatises argued that s 180(1) does not apply when directors are the sole shareholders of a solvent company. This was rejected. The Full Federal Court in _Cassimatis v ASIC_ \[2020\] FCAFC 52 held that shareholders cannot ratify or approve their own breach of s 180 - the duty is a matter of public concern, not private rights. The High Court refused special leave to appeal. **Penalties:** $70,000 each, plus 7-year disqualification for both directors. **The "stepping stones" doctrine:** This case established that directors can be personally liable under s 180(1) for failing to prevent the company from contravening another provision of the Corporations Act. If the company breaches the law because of the directors' failure to exercise care and diligence, the directors are liable for the company's contravention. ### ASIC v Macdonald \[2009\] NSWSC 287 - James Hardie The directors of James Hardie Industries approved an ASX media statement announcing that a foundation established to handle asbestos claims was "fully funded" when it was not. The statement was false or misleading. CEO Peter Macdonald received a $350,000 penalty and 15-year disqualification. General Counsel Peter Shafron - notably not a director - received a $50,000-$75,000 penalty and 7-year ban for his role in failing to advise the board. Seven non-executive directors received penalties of $20,000-$30,000 each and disqualifications of approximately 2 years. The High Court, in _ASIC v Hellicar_ \[2012\] HCA 17, overturned the NSW Court of Appeal and reinstated findings against the directors - confirming that s 180(1) liability extends to senior executives and non-executive directors who fail to question obviously problematic public statements. ### ASIC v Vocation Limited \[2019\] FCA 807 Vocation, an ASX-listed vocational education company, failed to notify the ASX that the Victorian Government had withheld approximately $20 million in payments and directed two subsidiaries to suspend all future student enrolments. This was clearly price-sensitive information. CEO Mark Hutchinson received a $70,000 penalty and 6-year disqualification. Chairman John Dawkins AO received $25,000 and 2 years. CFO Manvinder Grewal received $30,000 and 3 years. **Key principle:** The court confirmed that the decision not to disclose price-sensitive information is **not a "business judgment"** that attracts the s 180(2) safe harbour. Compliance decisions fall outside the business judgment rule. ### ASIC v Star Entertainment \[2022-2025, ongoing\] In December 2022, ASIC commenced proceedings against 11 current and former directors and officers of Star Entertainment Group for breach of s 180(1) in connection with anti-money laundering failures and junket operations. This is the first time in recent years that ASIC has pursued an **entire board of directors** rather than just executives. In February 2025, former Chief Casino Officer Gregory Hawkins agreed to a $180,000 penalty and 18-month disqualification, and former CFO Harry Theodore agreed to $60,000 and 9 months. The trial for the remaining nine defendants has concluded with judgment reserved. ## What Courts Actually Consider When Setting Penalties The penalty amount is not arbitrary. Courts consider factors including: - The nature and seriousness of the contravention - Whether the conduct was deliberate, reckless or merely negligent - The loss or damage caused to others - Any benefit gained by the director - The director's personal financial position - Whether the director cooperated with ASIC - The deterrence effect - both specific (to this director) and general (to the market) - Reputational damage already suffered (as in _Centro_) ## The Business Judgment Rule: When It Works and When It Doesn't Section 180(2) provides a safe harbour - the "business judgment rule". A director satisfies the duty of care under s 180(1) if they: The onus is on the director to establish all four elements (_ASIC v Rich_ \[2009\] NSWSC 1229). In practice, the business judgment rule has been **extremely rarely relied upon successfully**. Critically, it does not apply to compliance decisions (_ASIC v Vocation_), monitoring and oversight duties or insolvent trading under s 588G. ## ASIC Lost Too: What Directors Can Learn Not every ASIC prosecution succeeds, and the cases where ASIC lost offer useful guidance for directors. In _ASIC v Rich_ \[2009\] NSWSC 1229 (OneTel), Austin J dismissed ASIC's case against Jodee Rich and Mark Silberman, finding that ASIC failed to prove its case on the balance of probabilities after one of the longest civil trials in NSW history. The case demonstrates the importance of ASIC being able to establish a clear causative link between the director's conduct and the alleged contravention. In _Forrest v ASIC_ \[2012\] HCA 39 (Fortescue Metals), the High Court unanimously cleared Andrew Forrest and Fortescue of misleading conduct charges, holding that ASX announcements describing "binding agreements" with Chinese state-owned entities were assessed from the perspective of a reasonable investor and did not make the representations ASIC alleged. Costs were awarded against ASIC. ## Penalty Summary Table: Verified Case Outcomes Case Year Director / Officer Penalty Ban _ASIC v Adler_ (HIH) 2002 Rodney Adler $450,000 20 years _ASIC v Adler_ (HIH) 2002 Ray Williams (CEO) $250,000 10 years _ASIC v Healey_ (Centro) 2011 Andrew Scott (CEO) $30,000 None _ASIC v Healey_ (Centro) 2011 6 non-executive directors $0 each None _ASIC v Macdonald_ (James Hardie) 2009 Peter Macdonald (CEO) $350,000 15 years _ASIC v Cassimatis_ (Storm Financial) 2016 Emmanuel & Julie Cassimatis $70,000 each 7 years each _ASIC v Vocation_ 2019 Mark Hutchinson (CEO) $70,000 6 years _ASIC v Vocation_ 2019 John Dawkins AO (Chair) $25,000 2 years _ASIC v Endeavour/Linchpin_ 2024 Peter Daly $150,000 5 years _ASIC v Star Entertainment_ 2025 Gregory Hawkins (CCO) $180,000 18 months _ASIC v Noumi_ (Freedom Foods) 2025 Company $5,000,000 N/A ## Civil vs Criminal: ASIC's Dual-Track Enforcement ASIC can pursue either civil penalties or criminal prosecution for the same conduct. Criminal proceedings (referred to the CDPP) are reserved for offences involving dishonesty, intentionality or extreme recklessness. Civil penalties require only the balance of probabilities, while criminal matters require proof beyond reasonable doubt. The _Adler_ case is the clearest example of dual-track enforcement: ASIC first secured a $450,000 civil penalty and 20-year ban, then pursued criminal charges resulting in 4.5 years imprisonment. Since the Hayne Royal Commission (2019) criticised ASIC for "rarely" going to court and relying on negotiated outcomes, ASIC has adopted an openly more aggressive enforcement posture. In the second half of 2025 alone, ASIC reported $349.8 million in court-ordered civil penalties. ## If You Are a Director: What You Should Do Now The case law makes clear that the following areas attract the most enforcement attention: - **Financial statements:** You must personally read and understand them before signing off. _Centro_ eliminated any excuse based on delegation to management or auditors - **ASX announcements and public statements:** Every director is responsible for the accuracy of statements released in the company's name. _James Hardie_ and _Vocation_ confirm this - **Conflicts of interest and self-dealing:** _Adler_ remains the paradigm case for improper use of position. If you have any personal interest in a transaction, disclose it and recuse yourself - **Solvency monitoring:** Directors must actively monitor the company's financial position and cannot hide behind ignorance. Insolvent trading under s 588G attracts both civil penalties and personal liability to creditors - **Non-financial risks:** The _Star Entertainment_ proceedings demonstrate that ASIC is now pursuing directors for failures in non-financial risk management, including AML/CTF compliance. The same logic extends to [sanctions and director exposure](/article/geopolitical-disruption-australian-commercial-law) when geopolitical risk hits the business If you are a director facing an ASIC investigation, have received notice of a potential contravention or need to review your corporate governance framework against the standards set by these cases, Astris Law's regulatory and compliance team can assist. We advise directors on ASIC investigations, compliance frameworks, governance reviews and defence strategies - with a practical focus on avoiding the outcomes you have read about above. ![Jamie Nuich, Legal Practitioner Director at Astris Law](/images/jamie-nuich-portrait.jpg) ### [Jamie Nuich](/attorney/jamie-nuich) Legal Practitioner Director - Admitted as a Solicitor of the Supreme Court of Queensland - Admitted as a Solicitor of the High Court of Australia - 15+ years advising directors on commercial law, litigation, regulatory investigations and workplace matters Jamie is the founder and Legal Practitioner Director of Astris Law. She has acted first-hand for directors in urgent injunction applications, shareholder disputes, ASIC prosecutions and regulator-led investigations across Federal and State jurisdictions. She is a solicitor advocate who runs her own applications and trials where appropriate, so clients keep continuity from first advice through to hearing. Commercial Litigation Corporate & Commercial Regulatory & Compliance Employment & Workplace Anti-Money Laundering (AML/CTF) Disciplinary & Professional Conduct [LinkedIn](https://www.linkedin.com/in/jamienuich/)[QLS Register of Solicitors](https://www.qls.com.au/register-of-solicitors/jamie-leanne-nuich)[You and the Law directory](https://www.youandthelaw.com.au/organisation/98611/astris-law-pty-ltd)[Astris Law profile](/attorney/jamie-nuich) Share [](https://www.linkedin.com/sharing/share-offsite/?url=https%3A%2F%2Fwww.astrislaw.com%2Farticle%2Fcorporations-act-civil-penalties "Share on LinkedIn")[](https://twitter.com/intent/tweet?url=https%3A%2F%2Fwww.astrislaw.com%2Farticle%2Fcorporations-act-civil-penalties&text=Civil%20Penalties%20under%20Corporations%20Act "Share on X")[](https://www.facebook.com/sharer/sharer.php?u=https%3A%2F%2Fwww.astrislaw.com%2Farticle%2Fcorporations-act-civil-penalties "Share on Facebook")[](mailto:?subject=Civil%20Penalties%20under%20Corporations%20Act&body=ASIC%20secured%20%24349.8%20million%20in%20civil%20penalties%20in%20the%20second%20half%20of%202025%20alone.%20From%20the%20Centro%20directors%20who%20misclassified%20%241.5%20billion%20in%20debt%2C%20to%20the%20Storm%20Financial%20founders%20who%20lost%20everything%2C%20these%20are%20the%20real%20cases%20that%20show%20what%20civil%20penalties%20look%20like%20in%20practice%20-%20and%20what%20every%20Australian%20director%20needs%20to%20know.%0A%0Ahttps%3A%2F%2Fwww.astrislaw.com%2Farticle%2Fcorporations-act-civil-penalties "Share on Email") This article is for general information purposes only and does not constitute legal advice and should not be relied on as such. While we take reasonable care to ensure the accuracy of the information provided, we make no representations or warranties as to its completeness, currency or reliability. We accept no liability for any loss or damage arising directly or indirectly from the use of, or reliance on, this website's content. You should always seek professional advice tailored to your specific circumstances before acting on any information in this article. Liability limited by a scheme approved under Professional Standards Legislation. [ Related Practice Area Corporate & Commercial ](/commercial-lawyers-brisbane) ## Dealing with a corporate & commercial issue? Astris Law advises directors and business owners on corporate & commercial matters. Tell us what has happened and we will set out the options that are open to you. [(07) 3519 5616](tel:+61735195616)[Send an enquiry](/contact) ## Related Articles [Insights ### When Your AI Agent Gets It Wrong, Who Is Liable? Read more](/article/ai-agent-liability-who-is-responsible) [Insights ### Billed as Estate Planning, the 2026 Trust Tax Changes Are a Business Problem Read more](/article/2026-trust-tax-changes-business-problem) [Insights ### Masters v Cameron Turns 72 This Year. People Still Get Caught by It Read more ](/article/masters-v-cameron-when-negotiations-become-binding) [![Astris Law S Icon](/assets/astris-logo-icon-kBkGra_r.png)![Astris Law](/assets/astris-logo-full-wbEHTWR5.png)](/) You don't need more lawyers. You need the right one. ### Firm - [About](/about) - [The Astris Law Group](/philosophy) - [People](/team) - [Jamie Nuich](/attorney/jamie-nuich) - [Articles](/articles) - [Resources](/resources) - [Pricing & Fees](/pricing) - [Contact](/contact) ### Services - [Dispute Resolution & Litigation](/practice/dispute-resolution-litigation) - [Corporate & Commercial](/commercial-lawyers-brisbane) - [Insolvency & Restructuring](/practice/insolvency-restructuring) - [Employment & Workplace](/practice/employment-workplace-relations) - [Regulatory & Compliance](/practice/regulatory-compliance-consumer-law) - [Intellectual Property & Tech](/practice/intellectual-property-technology-data) - [Property](/practice/property) - [Disciplinary Law](/practice/disciplinary-law) - [Administrative Law & WHS](/practice/administrative-law-whs) - [Digital Assets](/digital-assets-australia) - [Regulated Market Entry](/regulated-market-entry) - [Regulatory Investigations](/regulatory-investigations-lawyers) ### Get in Touch - [The Legal Strategy Call](/consultation) - [Refer a Client](/referrals) - [(07) 3519 5616](tel:+61735195616) - [mail@astrislaw.com](mailto:mail@astrislaw.com) - [ Astris Law Level 2, 8 Clunies Ross Court Eight Mile Plains QLD 4113 Australia ](https://maps.app.goo.gl/KcW4jYe7iW7jHYHp8) ![Astris Law - Accredited Member of Queensland Law Society](/assets/qls-member-logo-DexInE_X.png)[![Lawzana Top Law Firm](https://lawzana.com/assets/badges/verified-law-firm.svg?v=2)](https://lawzana.com/lawyer/astris-law)[![Lawyer International Legal 100 2026 Winner](/assets/lawyer-international-legal-100-2026-CflMKG1C.png)](https://www.gpmg.uk/awarded-companies/astris-law) [The Astris Law Group](/philosophy) Astris Law The Right Lawyer [Astrons General Counsel](https://astrons.astrislaw.com) The Right Legal Partner [Phronesis Litigation](https://phronesis.astrislaw.com) The Right Intelligence [HeadStart Counsel](https://headstartcounsel.astrislaw.com) The Right AML Advice © Astris Law Pty Ltd ACN 662 641 269. Astrons General Counsel, Phronesis Litigation and HeadStart Counsel are the registered trading names of Astris Law Pty Ltd. Liability limited by a scheme approved under Professional Standards Legislation. [About](/about)[Contact](/contact)[Privacy Policy](/privacy)[Collection Notice](/collection-notice)[Terms of Service](/terms)Cookie Preferences [](tel:+61735195616) Cookies on by default · [Privacy](/privacy) SettingsOK