Downsview Nominees Ltd v First City Corp Ltd [1992] UKPC 34, [1993] AC 295 (19 November 1992) is a New Zealand insolvency law case decided by the Judicial Committee of the Privy Council concerning the nature and extent of the liability of a mortgagee, or a receiver and manager, to a mortgagor or a subsequent debenture holder for his actions.

Glen Eden Motors Ltd was a New Zealand company with Fiat and Mazda car selling franchises.

First City claimed that Russell (as receiver) and Downsview Nominees (as prior debenture holder) had violated their duties to First City to: After an initial order in January 1988 to transfer the Westpac debenture on terms (which Russell contested and sought to avoid), in August 1989, the High Court of New Zealand held that Russell and Downsview acted for their own purposes, and not for proper purposes, in the matter and were thus liable in negligence to First City.

These principles apply also to a receiver and manager appointed by the mortgagee.’ [...] But since a mortgage is only security for a debt, a receiver and manager commits a breach of duty if he abuses his powers by exercising them otherwise than ‘for the special purpose of enabling the assets comprised in the debenture holders’ security to be served and realised.’ [4] [...] ab initio and throughout the receivership the second defendant [Russell] did not exercise his powers for proper purposes....

[5] is… authority… that, if the mortgagee decides to sell, he must take reasonable care to obtain a proper price but is no authority for any wider proposition....