Miles V Sydney Meat-Preserving Co Ltd
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Miles V Sydney Meat-Preserving Co Ltd
''Miles v Sydney Meat-Preserving Co Ltd'' was a 1912 decision of the High Court of Australia regarding directors' duties and shareholder primacy. Businessman William John Miles sued the company, of which he was a major shareholder, for its failure to pay out dividends. The court found by a 2–1 majority that there was no fiduciary duty of the board of directors to maximise shareholder value. Background The Sydney Meat-Preserving Company (Limited) was established in 1871 by a private act of the parliament of New South Wales, for the purposes of "carrying on the business of meat preserving and disposing of and exporting the products". The operations of the company were governed by a deed of settlement which provided that a dividend should be paid to shareholders from the "clear bona fide net profits" of the company, although the board of directors could in its discretion set aside profits as retained earnings.. A majority of the shareholders of the company were graziers, and over t ...
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High Court Of Australia
The High Court of Australia is Australia's apex court. It exercises Original jurisdiction, original and appellate jurisdiction on matters specified within Constitution of Australia, Australia's Constitution. The High Court was established following passage of the ''Judiciary Act 1903''. It derives its authority from Chapter III of the Australian Constitution, which vests it responsibility for the judiciary, judicial power of the Commonwealth. Important legal instruments pertaining to the High Court include the ''Judiciary Act 1903'' and the ''High Court of Australia Act 1979''.. Its bench is composed of seven justices, including a Chief Justice of Australia, Chief Justice, currently Susan Kiefel. Justices of the High Court are appointed by the Governor-General of Australia, Governor-General on the Advice (constitutional law), advice of the Prime Minister of Australia, Prime Minister and are appointed permanently until their mandatory retirement at age 70, unless they retire ea ...
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Dividend
A dividend is a distribution of profits by a corporation to its shareholders. When a corporation earns a profit or surplus, it is able to pay a portion of the profit as a dividend to shareholders. Any amount not distributed is taken to be re-invested in the business (called retained earnings). The current year profit as well as the retained earnings of previous years are available for distribution; a corporation is usually prohibited from paying a dividend out of its capital. Distribution to shareholders may be in cash (usually a deposit into a bank account) or, if the corporation has a dividend reinvestment plan, the amount can be paid by the issue of further shares or by share repurchase. In some cases, the distribution may be of assets. The dividend received by a shareholder is income of the shareholder and may be subject to income tax (see dividend tax). The tax treatment of this income varies considerably between jurisdictions. The corporation does not receive a tax deduct ...
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Hutton V West Cork Rly Co
''Hutton v West Cork Railway Co'' (1883) 23 Ch D 654 is a UK company law case, which concerns the limits of a director's discretion to spend company funds for the benefit of non-shareholders. It was decided in relation to employees in the context of a company's insolvency proceedings. The case's practical significance was limited by cases and statute as in '' Re Horsley & Weight Ltd'' 982Ch 442 where the Court of Appeal held that a company's substantive object may include making gifts, and under Companies Act 2006, section 172 which entitles and obliges directors to regard interests other than shareholders as a proper exercise of their power. Facts According to the law report, Judgment Cotton LJ and Bowen LJ held that the money payment was invalid. Baggallay LJ dissented. In the course of his ''dicta'', Bowen LJ held that there is.. So according to Bowen LJ, directors can only spend, The upshot for a company in insolvency was that directors were not free to make payme ...
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Stakeholder Theory
The stakeholder theory is a theory of organizational management and business ethics that accounts for multiple constituencies impacted by business entities like employees, suppliers, local communities, creditors, and others. It addresses morals and values in managing an organization, such as those related to corporate social responsibility, market economy, and social contract theory. The stakeholder view of strategy integrates a resource-based view and a market-based view, and adds a socio-political level. One common version of stakeholder theory seeks to define the specific stakeholders of a company (the normative theory of stakeholder ''identification'') and then examine the conditions under which managers treat these parties as stakeholders (the descriptive theory of stakeholder ''salience''). In fields such as law, management, and human resources, stakeholder theory succeeded in challenging the usual analysis frameworks, by suggesting that stakeholders' needs should be pu ...
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Adrian Knox
Sir Adrian Knox KCMG, KC (29 November 186327 April 1932) was an Australian lawyer and judge who served as the second Chief Justice of Australia, in office from 1919 to 1930. Knox was born in Sydney, the son of businessman Sir Edward Knox. He studied law at Trinity College, Cambridge, and after returning to Australia established a successful law firm. He was elected to the New South Wales Legislative Assembly in 1894, but retired in 1898 after just two terms in office. Knox eventually became one of the best known barristers in New South Wales, taking silk in 1906 and appearing frequently in major constitutional cases. In 1919, he was somewhat unexpectedly nominated by Billy Hughes to succeed the retiring Samuel Griffith as Chief Justice. The most famous decision of his tenure was the ''Engineers case'' of 1920. Early life Knox was born in Sydney on 29 November 1863, the son of Sir Edward Knox and the former Martha Rutledge. His mother was born in Ireland, and was the sister of ...
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David Maughan
Sir David Maughan QC (5 February 1873 – 3 November 1955) was an Australian lawyer. He was one of Sydney's best-known barristers, specialising in Australian constitutional law. He served as president of the Law Council of Australia and as an acting judge of the Supreme Court of New South Wales. Early life Maughan was born in Paddington, New South Wales, to Bertha Windeyer (née Thompson) and John Maughan. His father was born in Scotland and his mother was a third-generation Australian, a granddaughter of Sydney's first mayor Charles Windeyer. Maughan attended The King's School, Parramatta, where he was school captain. From 1891 he attended Balliol College, Oxford, graduating Bachelor of Arts (1895) and Bachelor of Civil Laws (1896). He was called to the bar at Lincoln's Inn in 1896 and admitted to the New South Wales Bar in the same year. Career Maughan read law with Langer Owen and eventually developed a thriving practice of his own. He was appointed King's Counsel in 1919 and ...
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Richard Clive Teece
Richard is a male given name. It originates, via Old French, from Old Frankish and is a compound of the words descending from Proto-Germanic ''*rīk-'' 'ruler, leader, king' and ''*hardu-'' 'strong, brave, hardy', and it therefore means 'strong in rule'. Nicknames include "Richie", "Dick", "Dickon", " Dickie", "Rich", "Rick", "Rico", "Ricky", and more. Richard is a common English, German and French male name. It's also used in many more languages, particularly Germanic, such as Norwegian, Danish, Swedish, Icelandic, and Dutch, as well as other languages including Irish, Scottish, Welsh and Finnish. Richard is cognate with variants of the name in other European languages, such as the Swedish "Rickard", the Catalan "Ricard" and the Italian "Riccardo", among others (see comprehensive variant list below). People named Richard Multiple people with the same name * Richard Andersen (other) * Richard Anderson (other) * Richard Cartwright (other) * Ri ...
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Edward Fancourt Mitchell
Sir Edward Fancourt Mitchell KCMG KC (21 July 1855 – 7 May 1941) was an Australian barrister who was one of the leading experts in Australian constitutional law in the early part of the 20th century. Early life Mitchell was born in Richmond, Surrey, England, the son of William Henry Fancourt Mitchell and the former Christina Templeton. His father, a long-serving member of the Victorian Legislative Council, had arrived in Australia in 1833; he was born on an extended visit home. Mitchell attended Geelong Grammar School and Melbourne Grammar School, and was then sent to England to attend Trinity Hall, Cambridge. He was called to the bar at the Inner Temple in 1881, but returned to Australia the same year and was also admitted to the Victorian Bar. He began his professional career as a junior to James Purves.Elise B. Histed, 'Mitchell, Sir Edward Fancourt (1855–1941)', Australian Dictionary of Biography, National Centre of Biography, Australian National University, http://adb. ...
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Walter Russell Hall
Walter Russell Hall (22 February 1831 – 13 October 1911) was an Australian businessman and philanthropist. Biography Hall was born in Kington, Herefordshire, England, eldest son of Walter Hall, glover (later a miller), and his wife Elizabeth Carleton, ''née'' Skarratt. He was educated in Kington and Taunton, Somerset. Hall arrived in Sydney on 14 February 1852 with his two brothers, Thomas Skarratt Hall and James Wesley Hall with little money. Hall was employed for a short time by David Jones Limited and then prospected for gold in Victoria with meagre success. From 1857 he was a major investor and administrator of the Australian stagecoach line Cobb and Co. He was also an original shareholder and director of Mount Morgan Gold Mining Company Limited, incorporated in 1886. Other directorships included the Mercantile Mutual Insurance Co. Ltd, and the Sydney Meat Preserving Co. Ltd. Hall married Melbourne-born Eliza Rowdon Kirk in 1874. They had no children. He died at the ...
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Equity (law)
Equity is a particular body of law that was developed in the English Court of Chancery. Its general purpose is to provide a remedy for situations where the law is not flexible enough for the usual court system to deliver a fair resolution to a case. The concept of equity is deeply intertwined with its historical origins in the common law system used in England. However, equity is in some ways a separate system from common law: it has its own established rules and principles, and was historically administered by separate courts, called " courts of equity" or "courts of chancery". Equity exists in domestic law, both in civil law and in common law systems, and in international law. The tradition of equity begins in antiquity with the writings of Aristotle (''epieikeia'') and with Roman law (''aequitas''). Later, in civil law systems, equity was integrated in the legal rules, while in common law systems it became an independent body of law. Equity in common law jurisdictions (gener ...
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Pastoral Farming
Pastoral farming (also known in some regions as ranching, livestock farming or grazing) is aimed at producing livestock, rather than growing crops. Examples include dairy farming, raising beef cattle, and raising sheep for wool. In contrast, arable farming concentrates on crops rather than livestock. Finally, mixed farming incorporates livestock and crops on a single farm. Some mixed farmers grow crops purely as fodder for their livestock; some crop farmers grow fodder and sell it. In some cases (such as in Australia) pastoral farmers are known as ''graziers'', and in some cases ''pastoralists'' (in a use of the term different from traditional nomadic livestock cultures). Pastoral farming is a non-nomadic form of pastoralism in which the livestock farmer has some form of ownership of the land used, giving the farmer more economic incentive to improve the land. Unlike other pastoral systems, pastoral farmers are sedentary and do not change locations in search of fresh resources. ...
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