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CMS Dolphin Ltd V Simonet
''CMS Dolphin Ltd v Simonet'' 001EWHC Ch 415is a UK company law case concerning directors' duties. Facts Mr Simonet resigned from his position as managing director of CMS Dolphin Ltd (a small advertising company on Charing Cross Road) and he set up a new company. CMS's staff followed and so did the major clients. CMS sued Mr Simonet for the profits he made, alleging that he had breached his duty of loyalty to the company. Mr Simonet contended that he owed no duty because he had left the company. Judgment Lawrence Collins J held that Mr Simonet resigned without giving proper notice, and so he was in breach of contract. He had made no proper disclosure and had misused confidential information. The maturing business opportunities were the company's property, ‘where he knowingly had a conflict of interest, and exploited it by resigning from the company’. Resignation was not a fiduciary power in itself, and no obligations continued after the end of the relationship. See also ...
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Charing Cross Rd
Charing Cross Road is a street in central London running immediately north of St Martin-in-the-Fields to St Giles Circus (the intersection with Oxford Street) and then becomes Tottenham Court Road. It leads from the north in the direction of Charing Cross at the south side of Trafalgar Square. It connects via St Martin's Place and the motorised east side of the square. History Charing Cross road was originally two narrow streets in the West End, Crown Street and Castle Street. The development of Regent Street (parallel to the west) in the mid-18th century coincided with not only the building up of great fields west of the area but also Westminster Bridge which was built as central London and the wider estuary's second bridge after more than a century of pressure, in 1750. These pressures therefore congested the north–south axis of the inner West End almost as much as the relieved London Bridge area. Specifically a major increase in traffic occurred around Piccadilly C ...
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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 ...
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Directors' Duties
Directors' duties are a series of statutory, common law and equitable obligations owed primarily by members of the board of directors to the corporation that employs them. It is a central part of corporate law and corporate governance. Directors' duties are analogous to duties owed by trustees to beneficiaries, and by agents to principals. Among different jurisdictions, a number of similarities between the framework for directors' duties exist. *directors owe duties to the corporation, and not to individual shareholders, employees or creditors outside exceptional circumstances *directors' core duty is to remain loyal to the company, and avoid conflicts of interest *directors are expected to display a high standard of care, skill or diligence *directors are expected to act in good faith to promote the success of the corporation Australia General Law Directors have Fiduciary Duties under general law in Australia. They are: *Duty to act in good faith and not to act contrary t ...
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Charing Cross Road
Charing Cross Road is a street in central London running immediately north of St Martin-in-the-Fields to St Giles Circus (the intersection with Oxford Street) and then becomes Tottenham Court Road. It leads from the north in the direction of Charing Cross at the south side of Trafalgar Square. It connects via St Martin's Place and the motorised east side of the square. History Charing Cross road was originally two narrow streets in the West End, Crown Street and Castle Street. The development of Regent Street (parallel to the west) in the mid-18th century coincided with not only the building up of great fields west of the area but also Westminster Bridge which was built as central London and the wider estuary's second bridge after more than a century of pressure, in 1750. These pressures therefore congested the north–south axis of the inner West End almost as much as the relieved London Bridge area. Specifically a major increase in traffic occurred around Piccadilly Ci ...
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Lawrence Collins J
Lawrence Antony Collins, Baron Collins of Mapesbury (born 7 May 1941) is a British judge and former Justice of the Supreme Court of the United Kingdom. He was also appointed to the Court of Final Appeal of Hong Kong on 11 April 2011 as a non-permanent judge from other common law jurisdictions. He was formerly a partner in the British law firm Herbert Smith. He is now a full time international arbitrator, an adjunct professor of law at NYU School of Law and continues to sit as a member of the HKFCA. Early life Collins was born on 7 May 1941 and educated at the City of London School, and then at Downing College, Cambridge, graduating with a starred first in Law. He received an LL.M. degree from Columbia Law School in New York City and was admitted as a solicitor in 1968, becoming a partner at Herbert Smith in 1971 until his appointment as a judge in 2000. He served as head of the Litigation and Arbitration Department at Herbert Smith from 1995 to 1998. He and Arthur Marriott w ...
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Industrial Development Consultants Ltd V Cooley
''Industrial Development Consultants Ltd v Cooley'' 9721 WLR 443 is a UK company law case on the corporate opportunities doctrine, and the duty of loyalty from the law of trusts. It is also applicable for fiduciary duty of an agent under agency law which states that an agent has a fiduciary relationship with his principal. This is a position which is similar to that of a trustee. Facts Mr Cooley was an architect employed as managing director of Industrial Development Consultants Ltd., part of IDC Group Ltd. The Eastern Gas Board had a lucrative project pending, to design a depot in Letchworth Letchworth Garden City, commonly known as Letchworth, is a town in the North Hertfordshire district of Hertfordshire, England. It is noted for being the first garden city. The population at the time of the 2011 census was 33,249. Letchworth .... Mr. Cooley was told that the gas board did not want to contract with a firm, but directly with him. Mr. Cooley then told the board of IDC G ...
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Canadian Aero Service Ltd V O'Malley
''Canadian Aero Service Ltd v O'Malley'', [1974] SCR 592, is a leading civil case decided by the Supreme Court of Canada on corporate Board of directors, director and officer liability. Facts Canadian Aero Service Ltd. ("Canaero") was a company whose main business was topographical mapping and geophysical exploration. O'Malley and Zarzycki were senior officers of Canaero, and, together with Wells, were directors of the company. After the acquisition of Canaero's parent by Litton Industries in 1961, Wells resigned as director in February 1965. O'Malley and Zarzycki resigned from their positions in August 1966. Wells was aware the latter were discontented at Canaero by reason of the limitations upon their authority and the scope of independent action imposed by the Litton company, and they also feared loss of position if Canaero should fail to get contracts. Prior to their resignation, at the suggestion of Wells, the three decided to form a business venture in the same fields as Can ...
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Imperial Mercantile Credit Association V Coleman
Imperial is that which relates to an empire, emperor, or imperialism. Imperial or The Imperial may also refer to: Places United States * Imperial, California * Imperial, Missouri * Imperial, Nebraska * Imperial, Pennsylvania * Imperial, Texas * Imperial, West Virginia * Imperial, Virginia * Imperial County, California * Imperial Valley, California * Imperial Beach, California Elsewhere * Imperial (Madrid), an administrative neighborhood in Spain * Imperial, Saskatchewan, a town in Canada Buildings * Imperial Apartments, a building in Brooklyn, New York * Imperial City, Huế, a palace in Huế, Vietnam * Imperial Palace (other) * Imperial Towers, a group of lighthouses on Lake Huron, Canada * The Imperial (Mumbai), a skyscraper apartment complex in India Animals and plants * ''Cheritra'' or imperial, a genus of butterfly Architecture, design, and fashion * Imperial, a luggage case for the top of a coach * Imperial, the top, roof or second-storey compartment of a coa ...
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Cook V Deeks
''Cook v Deeks'' 916UKPC 10is a Canadian company law case, relevant also for UK company law, concerning the illegitimate diversion of a corporate opportunity. It was decided by the Judicial Committee of the Privy Council, at that time the court of last resort within the British Empire, on appeal from the Appellate Division of the Supreme Court of Ontario, Canada. Because decisions of the Judicial Committee have persuasive value in the United Kingdom, even when decided under the law of another member of the Commonwealth,''Willers v Joyce and another''
016UKSC 44, para. 12. this decision has been followed in the United Kingdom ...
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Lifting The Corporate Veil
Piercing the corporate veil or lifting the corporate veil is a legal decision to treat the rights or duties of a corporation as the rights or liabilities of its shareholders. Usually a corporation is treated as a Corporate personhood, separate legal person, which is solely responsible for the debts it incurs and the sole beneficiary of the credit it is owed. Common law countries usually uphold this principle of separate personhood, but in exceptional situations may "pierce" or "lift" the corporate veil. A simple example would be where a businessman has left his job as a director and has signed a contract to not compete with the company he has just left for a period of time. If he sets up a company which competed with his former company, technically it would be the company and not the person competing. But it is likely a court would say that the new company was just a "sham" or a "cover"; and that as the new company is completely owned and controlled by one person that the former em ...
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United Kingdom Company Case Law
United may refer to: Places * United, Pennsylvania, an unincorporated community * United, West Virginia, an unincorporated community Arts and entertainment Films * ''United'' (2003 film), a Norwegian film * ''United'' (2011 film), a BBC Two film Literature * ''United!'' (novel), a 1973 children's novel by Michael Hardcastle Music * United (band), Japanese thrash metal band formed in 1981 Albums * ''United'' (Commodores album), 1986 * ''United'' (Dream Evil album), 2006 * ''United'' (Marvin Gaye and Tammi Terrell album), 1967 * ''United'' (Marian Gold album), 1996 * ''United'' (Phoenix album), 2000 * ''United'' (Woody Shaw album), 1981 Songs * "United" (Judas Priest song), 1980 * "United" (Prince Ital Joe and Marky Mark song), 1994 * "United" (Robbie Williams song), 2000 * "United", a song by Danish duo Nik & Jay featuring Lisa Rowe Television * ''United'' (TV series), a 1990 BBC Two documentary series * ''United!'', a soap opera that aired on BBC One from 1965-19 ...
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High Court Of Justice Cases
High may refer to: Science and technology * Height * High (atmospheric), a high-pressure area * High (computability), a quality of a Turing degree, in computability theory * High (tectonics), in geology an area where relative tectonic uplift took or takes place * Substance intoxication, also known by the slang description "being high" * Sugar high, a misconception about the supposed psychological effects of sucrose Music Performers * High (musical group), a 1974–1990 Indian rock group * The High, an English rock band formed in 1989 Albums * ''High'' (The Blue Nile album) or the title song, 2004 * ''High'' (Flotsam and Jetsam album), 1997 * ''High'' (New Model Army album) or the title song, 2007 * ''High'' (Royal Headache album) or the title song, 2015 * ''High'' (EP), by Jarryd James, or the title song, 2016 Songs * "High" (Alison Wonderland song), 2018 * "High" (The Chainsmokers song), 2022 * "High" (The Cure song), 1992 * "High" (David Hallyday song), 1988 * " ...
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