Ian Maxwell was Robert’s son and a director of Bishopsgate Investment Management Ltd, which was meant to be safeguarding the company pension plans.

The liquidators of Bishopsgate sued Ian Maxwell to compensate for the value of the shares, on the basis that it was an improper use of the company's property.

Hoffmann LJ held that Ian Maxwell was liable for the value of the shares, not even on the basis of any negligence, but merely by misapplying the assets.

[1] In the older cases the duty of a director to participate in the management of a company is stated in very undemanding terms.

The law may be evolving in response to changes in public attitudes to corporate governance, as show by the enactment of the provisions consolidated in the CDDA 1986.