Help
Options
Didn't know it?
click below
click below
Knew it?
click below
click below
Don't Know
Remaining cards (0)
Know
retry
shuffle
restart
0:00
Embed Code - If you would like this activity on your web page, copy the script below and paste it into your web page.
Normal Size Small Size show me how
Normal Size Small Size show me how
FULL SET CORPORATE L
| Law | POI | Key Phrase |
|---|---|---|
| Khan v Miah | behave as partners | restaurant |
| Salomon v Salomon & Co | Seperate legal identity (assets belong to themselves) | bootmaker |
| Macaura v Northen Assurance Company | Assets belong to the company (insurance dont cover) | timber |
| Lee v Lee's Air Farming | Directors can be employees | air |
| Daimler Co Ltd v Continental Tyre and Rubber Co Ltd | Enemy controls the veil | german |
| Gilford Motor Co Ltd v Horne | Avoid Obligations = sham | car |
| Jones v Lipman | Evade contract = sham | property |
| Adam v Cape Industries | parent company is usually not liable | abestos1 |
| Prest v Petrodel Resources Ltd | divorce hiding assets | divorce1 |
| Chandler v Cape Plc | parents duty to employees | abestos2 |
| Brumder v Motornet | statutory defenses dont require lifting the veil (ginty defense) failure as a director fraud | hydraulic |
| Campbell v Gordon | Veil only pierced if statute explicitly allows it such as a director failing to ensure the company has a value insurance, | electric |
| Hickman v Kent and Romney Marsh Sheepbreeders' Assocaition | Compliance with internal dispute proceedures | arbitration |
| Pender v Lushington | respect shareholders rights (voting) | voting |
| rayfield v hands | Articles bind shareholders mutually (must agree) | shares |
| Eley v The Positive Government Security Life Assurance Company Ltd | Outsiders cant sue via articles | solisitor |
| Allen v Golden Reefs of Africa | Amend Articles in companies best interest | paid |
| Bushell v Faith | Weighted voting clauses permited (disproportionate voting rights) | equal |
| Re Spectrum Ltd | Fixed Charges need seperate accounts | bookdebt |
| Alumium Industrie Vaassen BV v Romalpa Alumium Ltd | unpaid suppliers can reclaim unused stock | romalpa |
| Hendy Lennox v Grahame Puttick Ltd | unpaid supplieres can reclaim identifiable goods | engine |
| Re Kiss Cards; Smith and Others v Lawson | Undervalue sales void insolvency | divorce2 |
| Kelner v Baxter | Promoters liable pre-formation | wine |
| Phonogram Ltd v Lane | Clause exemption to promoters liability | clause |
| Foss v Harbottle | Company sues, not individuals | majority |
| MacDougall v Gardiner | majority votes overide minority complaints | meeting |
| Burland v Earle | majority votes declined due to controler majority | test |
| Cook v Deeks | Directors cant divert contracts (Derrivative Action for fraud) | director |
| Estamnco Ltd v GLC | misuse of majority power not personal profit (DA can be used without personal gain) | fraud |
| Pavlides v Jensen | Negligence is not fraud on the minority | mines |
| Re Nobel Ltd | Unfair prejudice reduces value | value |
| Re Cumana Ltd | Exclusion justifies unfair prejudice (E.g Increasing the issue of shares knowing other holders cant afford it | money |
| Re London School of Electronics Ltd | Misuse of power is unfair | student |
| O'Neil v Philips | Breach of Agreement = unfairness | promise |
| Ebrahimi v Westbourne Galleries | Equitable treatment in small companies cant just expell shareohlders wihtout offering to buy shares | son |
| Re Maidstone Building Provision Ltd | Secretary performing duties does not mean they are a party to the business | insolvent |
| Whitehouse v Carlton Property Ltd | Directors are people who exercise control of the company other than by shareholding or employment | definition |
| Piercy v Mill & Co | Director act within their best interest | issuing |
| Percival v Wright | Director act within their power for the company not shareholders | selling |
| Re Smith and Fawcett Ltd | Directors act within the best interest of company and not for collateral purposes | transfering |
| Boulting v Association of Cine tele and Allied Technicians | Cannot enter agreemtnt that is inconsistent with their duties | rules |
| Re City of Equitable Fire Insraunce Co Ltd | Director do not exhibit skills greater than what is required and is within their best knowledge and experince | chairman |
| Boston Deep Sea Fishing v Ansell | Director has the duty of responsiblity to the company they are director of | bribe1 |
| Bray v Ford | Director must not be in a conflict of interest | governor |
| Regal v Gulliver | Declare interest in transaction | chain |
| DC | Cannot resign to take opportunity | achitect |
| Island Export Finance v Umunna | Reject opportunity can take it | contract |
| Bhullar v Bhullar | Must infrom the company to take offer first | family |
| Peso Silver Mines v Cropper | Cannot be an influence in the rejeciton | prospecting |
| O'Donnell v Shanahan | Discovering opportunity through the role | deals |
| Foster Bryant Surveying Ltd v Bryant | Director resign but not for the reason to take the opportunity | wife |
| Hutton v West Cork Railway | Directors only paid if agreed | agree |
| Financial Services Autohority v Massey | Insider is illegal if you trade and make a profit (Fine of 50%+) | short |
| Financial Services Autohority v McQuoid | passing on information and they make a profit but did notthink they would act | motorola |
| Financial Services Autohority v Matthew and Neel Uberoi | passing on infroamtion and making a profit to a proffesional | contact |
| Re Pattrick Lyon Ltd | Actual dishonesty and deliberate to defraud creditors when company officers know it is insolvent | delayed |
| Re Bank of Credit and Commerce International SA (No 8) | Directors had to know Intent to carry out fraud | intent |
| Re White and Osmond Ltd | Directors believed that debts would be paid despite it being unrealistic | honest |
| Re Produce and Marketing Consortium Ltd (No 2) | Directors are liable for amount which increased passed reasonable time | 6 months |
| Re Purpoint Ltd | Payment of director goes to general pot, not specfic creditors for wrongful trading | losses |
| Meridian Global Asia Funds v Securities Commision | Comapnies guilty of crimes by individuals | securties |
| HL Bolton v TJ Grahme and Sons Ltd | Some people are servants or agents which is just done what is said by the director | represent |
| Tesco v Nattrass | companies can commit crimes, controling mind (mens rea - knowing it was wrong) | promotion |
| R v GH | Knowing or suspecting to help retain, use or control criminal property | insurance |
| Bribery Act 2010 | S1) Person connected to company, if not benefit of company then company is guilty 6) Bribery to foreign public officials 7) Failure of com org to prevent bribery Failure to do so 10 years, unlmited fine, directors can be disqualified | bribe2 |
| Proceeds of Crime | Large pamynet in cash could be money laundering and should be infromed to authorites | large money |
| SA21CA2006 | Changes to Articles by special or written AGM | 75% |
| S994 Companies Act | Protect members of companies under prejudical to the interest of its companies | protect |
| 1969 Employers Liability Act | Company has to provide insurance for the company who can claim and who is responsble needs to be asked and if none can claim from shareholder and directors | insurance2 |
| Ultra Vires | agents acting within their powers | ultra vires |
| Insolvency Act 1987 | 1)size of repayment 2) Order of repayment | Insolvency Act 1987 |
| Order of repayment | 1) Fixed Charge Holders 2) Liquidator expenses 3) Prefferentail Creditors (Employee, Tax) 4)Floating Charges 5) Unsecured Creditors 6) Shareholders | Order of repayment |
| Fixed Debenture | Debt against sepcifc assets with fixed rate of interest for repayment | Fixed Debenture |
| Charges must be Resgisted | 21 days to be valid but can be extended if not one is adversly affected by it | Charges must be Resgisted |
| Crystalised debt | Making floating charge into fixed | Crystalised |
| Percentage of debt secured Statutory Instrument (SI) 2003/2097 | 10,000 - 600,000 | 50% and 20% |
| Derrivative action | company member to bring a claim against a company's directors on behalf of the company itself | Derrivative action |
Created by:
csrix
Popular Law sets