CONCEPT OF THE COMPANY AS A SEPARATE LEGAL ENTITY A company is an artificial legal person. There are two or more persons to achieve the general business goal. As a separate legal entity, the entity was separate from the company shareholders. Hence, the liabilities or debts of the company were unrelated to the company shareholders. The shareholders were just responsible to the unpaid amount on their shares. There are two types of companies which are Private Companies and Public Companies. Private Companies is a registered company. There is always a word “Sendirian Berhad” end with its company name under section 22(3). A Private Limited Company has a maximum 50 number of members. Under section 15, it restricts the right of transfer of its …show more content…
He has a covenant with the plaintiff’s company which stated to not compete with the plaintiff. After he left Gilford Motor, he created a company - JM Horne and Co Ltd and sold spare parts of Gilford Motor cars, and made his wife as a director and shareholder. The company was formed to avoid bearing the consequences of the agreement and at the same time having business competition with plaintiff. Farwell J who was the Trial judge, managed to know that the company was being formed in this way to avoid being liable for the breach of the agreement. In reality, Mr Horne was using the company as a channel to carry his business. This has resulted in Gilford Motor brought an action to court alleging that the company was used as a tool of fraud to conceal Mr Horne's illegal …show more content…
According to the case Smith, Stone & Knight Ltd v Birmingham Corporation [1939], the parties are having problem for the compensation to be paid for the acquisition of land. Birmingham Corporation,a local council has compulsorily purchase a land which is owned by Smith Stone. However, the land was rented out on yearly tenancy to Birmingham Waste which is the subsidiary company of Smith Stone. The local council claimed that Birmingham Waste has no right to claim compensation as a tenant. However, Birmingham Waste are said to be acted as an agent and a separate department for Smith Stone as they do not have no separate book of account and not even any staff. The dispute arises when Smith Stone wanted to claim compensation for disturbance to the business on the acquired land.
The court held that there are implied agency relationship between the holding and subsidiary companies and therefore the Smith Stone are said to own the business carried by Birmingham Waste. Smith Stone is entitled to claim compensation for disturbance caused by the local council to the subsidiary
This is a complex case, involving multiple parties and several variables that need to be examined thoroughly. The parties mentioned include Knarles operator of the facility maintenance company, his son Barkley, their employee, a licensed plumber, and Mr. Chetum. Although in the end Chetum is suing the facilities maintenance firm for a breach of contract, all factors must be examined to determine proper fault.
[8] Colonial Mutual Life Assurance Society Ltd v Producers and Citizens Co-operative Assurance Co. of Australia Ltd (1919) 26 CLR 110
At the behest of Solicitor General John Les, an inquiry was launched in February o...
Andrews N, Strangers to Justice No Longer: The Reversal of the Privity Rule under the Contracts (Rights of Third Parties) Act 1999 (2001) 60 The Cambridge Law Journal 353
There is uncertainty surrounding the law in regards to the ownership of property and proprietary estoppel. This paper will deal with these issues by analysing two cases that involve these questions. It will first address Jack’s case and whether the two objects in question are chattels or fixtures; then, it will examine a Laurence’s case and whether he can rely on proprietary estoppel or not. By dealing with the two cases, this paper will clarify questions of what constitutes a chattel or fixture, and in what situations proprietary estoppel may apply.
...me a director of the third company within five years after the liquidation of the two companies. The third company was funded by a creditor, Mr. Silverleaf. When the third company was wound up, Mr. Silverleaf then had knowledge of the previous two companies’ failures and claimed a debt of close to ₤135,000 . Mr. Silverleaf was successful in bringing proceedings under sections 216 and 217 of Insolvency Act 1986 even there’s no evidence of any asset transfer between the companies.
Current English land law on the co-ownership of interests of land has developed quite a contentious history pertaining to the relationship between the acquisition of rights and the quantification of the shares. In terms of co-ownership, there are huge variances and legal consequences when legal ownership is in one person’s name compared to two. These differences can be seen in various landmark cases which have created precedent and developed refined principles such as Lloyds Bank plc v Rosset and the Stack v Dowden. For the courts, it has often been relatively complex to distinguish between constructive and resulting trusts and to decide on the procedure to be used for the quantification of equitable entitlement once the decision to impute has been established. The quantification of resulting trusts is carefully considered in both, Midland Bank v Cooke and Stack v Snowden. In many co-ownership cases dealing with the acquisition of rights and the quantification of shares, the outcomes aren’t always proportionate. Reasons can include the ambiguities in the identification and changes of common intention and contributions types. In speaking to this issue, Baroness Hale stated in Stack v Dowden that “each case will turn on its own facts” and furthermore elaborated on the conditions for a common intention construct arising. It is furthermore important to critically discuss the repercussions these cases have for the future of co-ownership law to reconcile existing sources of confusion.
It has been generally acknowledged that the doctrine of proprietary estoppel has much in common with common intention constructive trusts, i.e. those that concern the acquisition of an equitable interest in another person’s land. In effect, the general aim is the recognition of real property rights informally created. The similarity between the two doctrines become clear in a variety of cases where the court rely on either of the two doctrines. To show the distinction between the doctrines, this essay will analyse the principles, roots and rationale of both doctrines. With reference to the relevant case law it will be possible to highlight the subtle differences between the doctrines in the cases where there seems to be some overlap. Three key cases where this issue surfaced were the following: Lloyds Bank Plc v. Rosset (1991), Yaxley v. Gotts (1999) and Stack v. Dowden (2007). This essay will describe the relevant judgements in these cases in order to show the differences between the two doctrines.
To conclude, I would advise Brad and Chardonnay to exercise their right to claim damages from the surveyor as they have a strong case, based upon the relevant cases, evidence and legislation explained within this essay.
What occurred in this case was that in a new build factory there had been inoperative flooring set and the claimants in this case lost money due to the flooring having to be reset again. In this case the claimants were in contract with the builders who laid the floor but decided not to sue them but to sue the sub contractors for their negligence because they were present when the builders and claimants were at meetings when discussing the flooring. Similarly, to the case Anns v Merton London Borough Council [1978] the court allowed the claimants to sue the defendants for their financial
In the case of Yaxley v Gotts (2000) ch 162, the defendant, Gotts bought a building to Yaxley, a self employed builder and in...
[7] Farrar (1998) chap. 7 [8] Salomon v Salomon [9] Lennards Carrying Co Ltd v Asiatic Petroleum Co.[1915] AC 153 [10] As occurred in Daimler v Continental Tyres [1915] 1 KB 893. [11] As quoted by F. Moghadam in QMWLJ 1 p36. [12] e.g. Gilford Motor Co. v Horne [1933] Ch.935 [13] S.213 [14] S.214 [15] D.H.N Food Distributors v Tower Hamlets L.B.C ([1976] 3 All ER 462) [16] [1983] 3 WLR 492. [17] cf.
Carlill the plaintiff who is the party filling the case went against the defendants who was carbolic smokeball Company due to a breach of contract.
In Krell v. Henry {1903} a plea of frustration succeeded because the court held that the common purpose for which the contact was entered into, could no longer be carried out. But in the same year for similar set of facts, the Court of Appeal decided in Herne Bay v. Hutton [1903] that the contract had not been frustrated because the "common formation of the contract" had not changed. It clearly was a policy decision which shows the reluctance of the courts to provide an escape route for a party for whom the contract ha...
The Principle of Separate Corporate Personality The principle of separate corporate personality has been firmly established in the common law since the decision in the case of Salomon v Salomon & Co Ltd[1], whereby a corporation has a separate legal personality, rights and obligations totally distinct from those of its shareholders. Legislation and courts nevertheless sometimes "pierce the corporate veil" so as to hold the shareholders personally liable for the liabilities of the corporation. Courts may also "lift the corporate veil", in the conflict of laws in order to determine who actually controls the corporation, and thus to ascertain the corporation's true contacts, and closest and most real connection. Throughout the course of this assignment I will begin by explaining the concept of legal personality and describe the veil of incorporation. I will give examples of when the veil of incorporation can be lifted by the courts and statuary provisions such as s.24 CA 1985 and incorporate the varying views of judges as to when the veil can be lifted.