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Attorney General V Davy
''Attorney General v Davy'' (174126 ER 531is a UK company law case, which establishes this small but essential point of law: the default rule is that a majority of a corporate body can determine what it does. Equivalent rules in contemporary company law are s 168 Companies Act 2006, which allows shareholders to remove directors through a simple majority, ''Foss v Harbottle'' which presupposed that a majority of shareholders can always take action to litigate, and the rule in ''Automatic Self-Cleansing Filter Syndicate Co Ltd v Cuninghame'', which raises the requirement to 75% of the shareholders if they are to give instructions to the board. Facts King Edward VI had incorporated twelve people by name in a charter to elect a chaplain for the church of Kirton, just outside Boston, Lincolnshire. A clause stated that three of the twelve would choose a chaplain for the Sandford church as well, another village within the Kirton parish, with the consent of the majority of Sandford res ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Lord Hardwicke LC
Philip Yorke, 1st Earl of Hardwicke, (1 December 16906 March 1764) was an English lawyer and politician who served as Lord High Chancellor of Great Britain. He was a close confidant of the Duke of Newcastle, Prime Minister between 1754 and 1756 and 1757 until 1762. Background A son of Philip Yorke, an attorney, he was born at Dover. Through his mother, Elizabeth, daughter and co-heiress of Richard Gibbon of Rolvenden, Kent, he was connected with the family of Edward Gibbon the historian. He was educated at a school in Bethnal Green run by Samuel Morland, a nonconformist. At age 16, Yorke entered the attorney's office of Charles Salkeld in Holborn, London. He was entered at the Middle Temple in November 1708, and perhaps recommended by his employer to Lord Chief Justice Parker as law tutor to his sons. In 1715, Yorke was called to the bar, where his progress was, says Lord Campbell, more rapid than that of any other debutant in the annals of our profession, his advanc ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
UK Company Law
The United Kingdom company law regulates corporations formed under the Companies Act 2006. Also governed by the Insolvency Act 1986, the UK Corporate Governance Code, European Union Directives and court cases, the company is the primary legal vehicle to organise and run business. Tracing their modern history to the late Industrial Revolution, public companies now employ more people and generate more of wealth in the United Kingdom economy than any other form of organisation. The United Kingdom was the first country to draft modern corporation statutes, where through a simple registration procedure any investors could incorporate, limit liability to their commercial creditors in the event of business insolvency, and where management was delegated to a centralised board of directors. An influential model within Europe, the Commonwealth and as an international standard setter, UK law has always given people broad freedom to design the internal company rules, so long as the mandato ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Companies Act 2006
The Companies Act 2006 (c 46) is an Act of the Parliament of the United Kingdom which forms the primary source of UK company law. The Act was brought into force in stages, with the final provision being commenced on 1 October 2009. It largely superseded the Companies Act 1985. The Act provides a comprehensive code of company law for the United Kingdom, and made changes to almost every facet of the law in relation to companies. The key provisions are: * the Act codifies certain existing common law principles, such as those relating to directors' duties. * it transposes into UK law the Takeover Directive and the Transparency Directive of the European Union * it introduces various new provisions for private and public companies. * it applies a single company law regime across the United Kingdom, replacing the two separate (if identical) systems for Great Britain and Northern Ireland. * it otherwise amends or restates almost all of the Companies Act 1985 to varying degrees. The ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Foss V Harbottle
''Foss v Harbottle'' (1843) 2 Hare 46167 ER 189is a leading English precedent in corporate law. In any action in which a wrong is alleged to have been done to a company, the proper claimant is the company itself. This is known as "the proper plaintiff rule", and the several important exceptions that have been developed are often described as "exceptions to the rule in ''Foss v Harbottle''". Amongst these is the "derivative action", which allows a minority shareholder to bring a claim on behalf of the company. This applies in situations of "wrongdoer control" and is, in reality, the only true exception to the rule. The rule in ''Foss v Harbottle'' is best seen as the starting point for minority shareholder remedies. The rule has now largely been partly codified and displaced in the United Kingdom by the Companies Act 2006 sections 260–263, setting out a statutory derivative claim. Facts Richard Foss and Edward Starkie Turton were two minority shareholders in the "Victoria Par ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Automatic Self-Cleansing Filter Syndicate Co Ltd V Cuninghame
''Automatic Self-Cleansing Filter Syndicate Co Ltd v Cuninghame'' 9062 Ch 34 is a UK company law case, which concerns the enforceability of provisions in a company's constitution. The Court of Appeal affirmed that directors were not agents of the shareholders and so were not bound to implement shareholder resolutions, where special rules already provided for a different procedure. Facts There were 2700 shares and the plaintiff, Mr McDiarmid, owned 1202 of them. The company was in the business of purifying and storing liquids. He wanted the company to sell its assets to another company. At a meeting he got 1502 of the shares to vote in favour of such a resolution, with his friends. The directors were opposed to it. They declined to comply with the resolution. So Mr McDiarmid brought this action in the name of the company, against the company directors, including Mr Cuninghame. The constitution stated that only a three quarter majority could remove the directors. It said the gen ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
King Edward VI
Edward VI (12 October 1537 – 6 July 1553) was King of England and King of Ireland, Ireland from 28 January 1547 until his death in 1553. He was crowned on 20 February 1547 at the age of nine. Edward was the son of Henry VIII and Jane Seymour and the first English monarch to be raised as a Protestant. During his reign, the realm was governed by a regent, regency council because he never reached maturity. The council was first led by his uncle Edward Seymour, 1st Duke of Somerset (1547–1549), and then by John Dudley, 1st Earl of Warwick (1550–1553), who from 1551 was Duke of Northumberland. Edward's reign was marked by economic problems and social unrest that in 1549 erupted into riot and rebellion. An expensive war with Kingdom of Scotland, Scotland, at first successful, ended with military withdrawal from Scotland and Boulogne-sur-Mer in exchange for peace. The transformation of the Church of England into a recognisably Protestant body also occurred under Edward, who took ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Charter
A charter is the grant of authority or rights, stating that the granter formally recognizes the prerogative of the recipient to exercise the rights specified. It is implicit that the granter retains superiority (or sovereignty), and that the recipient admits a limited (or inferior) status within the relationship, and it is within that sense that charters were historically granted, and it is that sense which is retained in modern usage of the term. The word entered the English language from the Old French ''charte'', via Latin ''charta'', and ultimately from Greek χάρτης (''khartes'', meaning "layer of papyrus"). It has come to be synonymous with a document that sets out a grant of rights or privileges. Other usages The term is used for a special case (or as an exception) of an institutional charter. A charter school, for example, is one that has different rules, regulations, and statutes from a state school. Charter can be used as a synonym for "hire" or "lease", as in ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Kirton, Lincolnshire
Kirton or Kirton in Holland is an English village and civil parish in the Borough of Boston, Lincolnshire. The population of the civil parish at the 2011 census was 5,371. History The Domesday Book of 1086 terms the village ''Cherchetune''. It then had 52 households, with 30 freemen and 16 smallholders, 12 ploughlands, 10 plough teams, a meadow of , a church and two salt houses. In 1066 lordship of the manor was held by Earl Ralph. It had passed to Count Alan of Brittany by 1086. Before the local-government changes of the late 20th century, the parish came under Boston Rural District in the Parts of Holland – one of three divisions or ''parts'' of the historic county of Lincolnshire, which the Local Government Act of 1888 made a county in itself in most respects. The 1885 '' Kelly's Directory'' recorded a Kirton railway station on the Great Northern Railway line between Boston and Spalding line. The station closed in 1961. There existed in the 19th century C ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Boston, Lincolnshire
Boston is a market town and inland port in the borough of the same name in the county of Lincolnshire, England. Boston is north of London, north-east of Peterborough, east of Nottingham, south-east of Lincoln, south-southeast of Hull and north-west of Norwich. Boston is the administrative centre of the wider Borough of Boston local government district. The town had a population of 35,124 at the 2001 census, while the borough had a population of 66,900 at the ONS mid-2015 estimates. Boston's most notable landmark is St Botolph's Church ("The Stump"), the largest parish church in England, which is visible from miles away across the flat lands of Lincolnshire. Residents of Boston are known as Bostonians. Emigrants from Boston named several other settlements around the world after the town, most notably Boston, Massachusetts in the United States. Name The name "Boston" is said to be a contraction of "Saint Botolph's town", "stone", or "'" (Old English, Old Norse an ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Philip Yorke, 1st Earl Of Hardwicke
Philip Yorke, 1st Earl of Hardwicke, (1 December 16906 March 1764) was an English lawyer and politician who served as Lord High Chancellor of Great Britain. He was a close confidant of the Duke of Newcastle, Prime Minister between 1754 and 1756 and 1757 until 1762. Background A son of Philip Yorke, an attorney, he was born at Dover. Through his mother, Elizabeth, daughter and co-heiress of Richard Gibbon of Rolvenden, Kent, he was connected with the family of Edward Gibbon the historian. He was educated at a school in Bethnal Green run by Samuel Morland, a nonconformist. At age 16, Yorke entered the attorney's office of Charles Salkeld in Holborn, London. He was entered at the Middle Temple in November 1708, and perhaps recommended by his employer to Lord Chief Justice Parker as law tutor to his sons. In 1715, Yorke was called to the bar, where his progress was, says Lord Campbell, more rapid than that of any other debutant in the annals of our profession, his advancemen ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Philip Yorke, 1st Earl Of Hardwicke (1690-1764) By William Hoare Of Bath
Philip Yorke, 1st Earl of Hardwicke, (1 December 16906 March 1764) was an England, English lawyer and politician who served as Lord Chancellor, Lord High Chancellor of Great Britain. He was a close confidant of the Duke of Newcastle, Prime Minister between 1754 and 1756 and 1757 until 1762. Background A son of Philip Yorke, an lawyer, attorney, he was born at Dover, England, Dover. Through his mother, Elizabeth, daughter and co-heiress of Richard Gibbon of Rolvenden, Kent, he was connected with the family of Edward Gibbon the historian. He was educated at a school in Bethnal Green run by Samuel Morland (dissenting tutor), Samuel Morland, a nonconformist. At age 16, Yorke entered the attorney's office of Charles Salkeld in Holborn, London. He was entered at the Middle Temple in November 1708, and perhaps recommended by his employer to Lord Chief Justice Parker as law tutor to his sons. In 1715, Yorke was called to the bar, where his progress was, says John Campbell, 1st Lord ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
United States Corporate Law
United States corporate law regulates the governance, finance and power of corporations in US law. Every state and territory has its own basic corporate code, while federal law creates minimum standards for trade in company shares and governance rights, found mostly in the Securities Act of 1933 and the Securities and Exchange Act of 1934, as amended by laws like the Sarbanes–Oxley Act of 2002 and the Dodd–Frank Wall Street Reform and Consumer Protection Act. The US Constitution was interpreted by the US Supreme Court to allow corporations to incorporate in the state of their choice, regardless of where their headquarters are. Over the 20th century, most major corporations incorporated under the Delaware General Corporation Law, which offered lower corporate taxes, fewer shareholder rights against directors, and developed a specialized court and legal profession. Nevada has done the same. Twenty-four states follow the Model Business Corporation Act, while New York and Calif ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
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