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Howard Smith Ltd V. Ampol Ltd
''Howard Smith Ltd v Ampol Petroleum Ltd'' is a leading UK company law, company law case, concerning the duty of directors to act only for "proper purposes". This duty has been codified into the Companies Act 2006 section 171, and arises particularly in cases involving takeover bids. Facts RW Miller was embroiled in a hostile takeover bid, by a large petrol company called Ampol. Ampol already controlled (with an associated company) 55% of the shares. The directors did not want Ampol to buy the shares of RW Miller as Howard Smith Limited, Howard Smith had bettered terms for take over by offering employment to the directors even in the future. So the directors of RW Miller issued $10m of new shares. They said it was to finance the completion of two tankers. The shares were given to Howard Smith Ltd who were going to take over RW Miller, and that blocked Ampol’s rival bid. Without the issue, Howard Smith Ltd had no hope of succeeding in taking over the company. But with the new iss ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Judicial Committee Of The Privy Council
The Judicial Committee of the Privy Council (JCPC) is the highest court of appeal for the Crown Dependencies, the British Overseas Territories, some Commonwealth countries and a few institutions in the United Kingdom. Established on 14 August 1833 to hear appeals formerly heard by the King-in-Council, the Privy Council formerly acted as the court of last resort for the entire British Empire, other than for the United Kingdom itself.P. A. Howell, ''The Judicial Committee of the Privy Council, 1833–1876: Its Origins, Structure, and Development'', Cambridge, UK: Cambridge University Press, 1979 Formally a statutory committee of His Majesty's Most Honourable Privy Council, the Judicial Committee consists of senior judges who are Privy Councillors; they are predominantly Justices of the Supreme Court of the United Kingdom and senior judges from the Commonwealth of Nations. Although it is often simply referred to as the 'Privy Council', the Judicial Committee is only one cons ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Ampol
Ampol Limited is an Australian petroleum company headquartered in Sydney, New South Wales. Ampol is the largest transport energy distributor and retailer in Australia, with more than 1,900 Ampol-branded stations across the country . It also operates in New Zealand through its subsidiary Z Energy. Ampol was first incorporated in 1936 and would later be owned by Pioneer International. The Caltex brand in Australia separately began in 1941 to market petrol in its chain of service stations and was owned by Caltex Australia Limited. In 1995, the Ampol and Caltex operations merged to form Australian Petroleum, equally owned by Pioneer and Caltex Australia. Pioneer sold its shareholding between 1997 and 1998, and Caltex Australia gained full ownership of Australian Petroleum. Caltex Australia then gradually replaced the Ampol brand with Caltex over the next decade. From 2001 until 2015, Caltex Australia was owned equally by American petroleum company Chevron Corporation and the Aus ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
1974 In Case Law
Major events in 1974 include the aftermath of the 1973 oil crisis and the resignation of President of the United States, United States President Richard Nixon following the Watergate scandal. In the Middle East, the aftermath of the 1973 Yom Kippur War determined politics; following List of Prime Ministers of Israel, Israeli Prime Minister Golda Meir's resignation in response to high Israeli casualties, she was succeeded by Yitzhak Rabin. In Europe, the Turkish invasion of Cyprus, invasion and occupation of northern Cyprus by Turkey, Turkish troops initiated the Cyprus dispute, the Carnation Revolution took place in Portugal, and Chancellor of Germany, Chancellor of West Germany Willy Brandt resigned following an Guillaume affair, espionage scandal surrounding his secretary Günter Guillaume. In sports, the year was primarily dominated by the 1974 FIFA World Cup, FIFA World Cup in West Germany, in which the Germany national football team, German national team won the championshi ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Judicial Committee Of The Privy Council Cases On Appeal From Australia
The judiciary (also known as the judicial system, judicature, judicial branch, judiciative branch, and court or judiciary system) is the system of courts that adjudicates legal disputes/disagreements and interprets, defends, and applies the law in legal cases. Definition The judiciary is the system of courts that interprets, defends, and applies the law in the name of the state. The judiciary can also be thought of as the mechanism for the resolution of disputes. Under the doctrine of the separation of powers, the judiciary generally does not make statutory law (which is the responsibility of the legislature) or enforce law (which is the responsibility of the executive), but rather interprets, defends, and applies the law to the facts of each case. However, in some countries the judiciary does make common law. In many jurisdictions the judicial branch has the power to change laws through the process of judicial review. Courts with judicial review power may annul the laws and r ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
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 ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Eclairs Group Ltd V JKX Oil & Gas Plc
was a decision of the United Kingdom Supreme Court relating to the exercise of directors' powers for a proper purpose under English company law. The Supreme Court's decision was slightly unusual in that a minority (Lord Sumption and Lord Hodge) proposed refining the law in relation to the requirements for causation in relation to actions of the directors where the board had multiple purposes, some of which were improper and some of which were not. However the majority, after initially supporting their position, then declined to express an opinion in the absence of oral argument on that particular point. Accordingly, the legal position in relation to what degree of causation is needed with respect to the improper purpose and the taking of the corporate action is left in a somewhat nebulous state. Facts JKX Oil & Gas Plc (referred to in the judgment as "JKX") was an English company whose shares were listed on the London Stock Exchange. It was the parent company in a group w ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Chancery Division
The High Court of Justice in London, known properly as His Majesty's High Court of Justice in England, together with the Court of Appeal and the Crown Court, are the Senior Courts of England and Wales. Its name is abbreviated as EWHC (England and Wales High Court) for legal citation purposes. The High Court deals at first instance with all high value and high importance civil law (non-criminal) cases; it also has a supervisory jurisdiction over all subordinate courts and tribunals, with a few statutory exceptions, though there are debates as to whether these exceptions are effective. The High Court consists of three divisions: the King's Bench Division, the Chancery Division and the Family Division. Their jurisdictions overlap in some cases, and cases started in one division may be transferred by court order to another where appropriate. The differences of procedure and practice between divisions are partly historical, derived from the separate courts which were merged into t ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Hogg V Cramphorn Ltd
''Hogg v Cramphorn Ltd'' 967Ch 254 is a famous UK company law case on director liability. The Court held that corporate directors who dilute the value of the stock in order to prevent a hostile takeover (the poison pill) are breaching their fiduciary duty to the company. Facts Mr Baxter approached the board of directors of Cramphorn Ltd. to make a takeover offer for the company. The directors (including Colonel Cramphorn who was managing director and chairman) believed that the takeover would be bad for the company. So they issued 5707 shares with ten votes each to the trustees of the employee’s welfare scheme (Cramphorn, an employee and the auditor). This meant they could outvote Baxter's bid for majority control. A shareholder, Mr Hogg, sued, alleging the issue of the shares was ''ultra vires''. Cramphorn argued that the directors' actions were all in good faith. It was feared that Mr Baxter would sack many of the workers. Judgment Buckley J, writing for the Court, held ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Supreme Court Of New South Wales
The Supreme Court of New South Wales is the highest state court of the Australian State of New South Wales. It has unlimited jurisdiction within the state in civil matters, and hears the most serious criminal matters. Whilst the Supreme Court is the highest New South Wales court in the Australian court hierarchy, an appeal by special leave can be made to the High Court of Australia. Matters of appeal can be submitted to the New South Wales Court of Appeal and Court of Criminal Appeal, both of which are constituted by members of the Supreme Court, in the case of the Court of Appeal from those who have been commissioned as judges of appeal. The Supreme Court consists of 52 permanent judges, including the Chief Justice of New South Wales, presently Andrew Bell, the President of the Court of Appeal, 10 Judges of Appeal, the Chief Judge at Common Law, and the Chief Judge in Equity. The Supreme Court's central location is the Law Courts Building in Queen's Square, Sydney, New So ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Laurence Street
Sir Laurence Whistler Street, (3 July 1926 – 21 June 2018) was the 14th Chief Justice of the Supreme Court of New South Wales and Lieutenant-Governor of New South Wales. He was the youngest to serve in these viceregal offices since 1844 and the third consecutive generation of the Street family to do so.''Sun-Herald'' (Sydney), 20 February 1972. Street fought in the Second World War and went on to become a commander in the Royal Australian Navy Reserve and an honorary colonel in the Australian Army Reserve. Following his retirement from the bench in 1988, Street became the chairman of Fairfax Media and a director of the Monte dei Paschi di Siena, the oldest bank in the world. He furthermore pioneered alternative dispute resolution, worked prolifically in mediation, chaired the integration of protocols between the Australian Federal Police and the Australian Security Intelligence Organisation, and chaired naval warship acquisitions. Upholding his mother's legacy of support f ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Supreme Court Of NSW
The Supreme Court of New South Wales is the highest state court of the Australian State of New South Wales. It has unlimited jurisdiction within the state in civil matters, and hears the most serious criminal matters. Whilst the Supreme Court is the highest New South Wales court in the Australian court hierarchy, an appeal by special leave can be made to the High Court of Australia. Matters of appeal can be submitted to the New South Wales Court of Appeal and Court of Criminal Appeal, both of which are constituted by members of the Supreme Court, in the case of the Court of Appeal from those who have been commissioned as judges of appeal. The Supreme Court consists of 52 permanent judges, including the Chief Justice of New South Wales, presently Andrew Bell, the President of the Court of Appeal, 10 Judges of Appeal, the Chief Judge at Common Law, and the Chief Judge in Equity. The Supreme Court's central location is the Law Courts Building in Queen's Square, Sydney, New Sou ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Howard Smith Limited
Howard Smith Limited was an Australian industrial company. Founded in 1854 as a shipping company, it later diversified into coal mining, steel production, stevedoring, travel, railway rolling stock building, sugar production and retail. Its divisions began to be sold off in the 1990s with the remainder taken over by Wesfarmers in August 2001. Shipping On 7 July 1854 Captain William Howard Smith arrived in Melbourne from England as skipper of the 177 ton steamer ''Express'' in which he held a 50% share along with the ship's engineer, SB Skinner. On 3 October 1854, the ''Express'' began operating the first regular passenger service in Australia from Melbourne to Geelong. Smith sold his share in the business to Thomas Parker in 1861 and returned to England. In May 1864, Howard returned to Australia with the 672 ton ''Kief'', a former British Army water carrier and entered the interstate coal trade with a service from Melbourne to Sydney and Newcastle. In 1875, Howard recommenced o ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
