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Mutual Life Insurance Co Of New York V Rank Organisation Ltd
''Mutual Life Insurance Co. of New York v The Rank Organisation Ltd.'' 985BCLC 11 is a UK company law case dealing with "oppression" (or unfair prejudice) under section 20 Companies Act 1948 (now s.994 Companies Act 2006). Goulding J delivered the first instance judgment. Facts United States and Canadian securities law requires registration of companies for share issues. In 1975 Rank Organisation Ltd, an entertainment company, decided to offer 20 million ordinary shares to the public, with a preference to existing Rank shareholders. This preference offer did not however extended to shareholders based in the United States and Canada (including Mutual Life), because it was thought not to be in the company's interest to have to register there. Rank's articles of association stated that directors could allot, deal with or dispose of company shares "on such terms as they think proper". But the American and Canadian shareholders (they owned shares "beneficially" through nominee compani ...
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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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Unfair Prejudice
Unfair prejudice in United Kingdom, company law is a statutory form of action that may be brought by aggrieved shareholders against their company. Under the Companies Act 2006 the relevant provision is s 994, the identical successor to s 459 Companies Act 1985. Unfair prejudice actions have generated an enormous body of cases, many of which are called "Re A Company", with only a six-digit number and report citation to distinguish them. They have become a substitute for the more restrictive conditions on a "derivative action", as an exception to the rule in ''Foss v Harbottle''. Though not restricted in such a way, unfair prejudice claims are primarily brought in smaller, non-public companies. This is the text from the Act. Four main issues arise out of the interpretation of s.994. First of all, who has a right to complain against whom? Secondly, what specifically does the "company's affairs" mean in s.994(1)(a)? Thirdly, when is something "unfair" and at the same time "prejudicia ...
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Companies Act 1948
The Companies Act 1948 (11 & 12 Geo.6 c.38) was an Act of the Parliament of the United Kingdom, which regulated UK company law. Its descendant is the Companies Act 2006. Cases decided under this Act *''Bushell v Faith'' 970AC 1099 *''Scottish Co-operative Wholesale Society Ltd v Meyer ''Scottish Co-operative Wholesale Society Ltd v Meyer'' 959AC 324 is a UK company law case, concerning the predecessor of the unfair prejudice provision, an action for "oppression" under section 210 of the Companies Act 1948 (now section 994 of th ...'' *'' Stonegate Securities Ltd v Gregory'' 980Ch 576 See also * Companies Act Notes {{UK legislation United Kingdom company law United Kingdom Acts of Parliament 1948 1940s economic history ...
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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 ...
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Irvine Goulding
Sir Ernest Irvine Goulding (1 May 1910 - 13 January 2000)https://www.society.caths.cam.ac.uk/Public_Magazines/2000r.pdf was an English barrister and High Court judge between 1971 and 1985. He was one of the first members of Wilberforce Chambers. Biography Goulding was educated at the Merchant Taylors' School and St Catharine's College, Cambridge. Cases Important decisions which Goulding J handed down included: * '' Patel v Ali'' 985Ch 283 - on specific performance for breach of contract * '' Sky Petroleum Ltd v VIP Petroleum Ltd'' 9741 WLR 576 – also on specific performance * ''Mutual Life Insurance Co of New York v Rank Organisation Ltd'' 985BCLC 11 – on unfair prejudice * ''Chase Manhattan Bank NA v Israel-British Bank (London) Ltd'' 981Ch 105 – arguable his most famous decision, on tracing through international bank settlement systems – the decision has been subject to "sustained, authoritative criticism." * ''Oppenheimer v Cattermole'' 976AC 249 - Goulding J had ...
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Rank Organisation
The Rank Organisation was a British entertainment conglomerate founded by industrialist J. Arthur Rank in April 1937. It quickly became the largest and most vertically integrated film company in the United Kingdom, owning production, distribution and exhibition facilities. It also diversified into the manufacture of radios, TVs and photocopiers (as one of the owners of Rank Xerox). The company name lasted until February 1996, when the name and some of the remaining assets were absorbed into the newly structured Rank Group plc. The company itself became a wholly owned subsidiary of Xerox and was renamed XRO Limited in 1997. The company logo, the Gongman, first used in 1935 by the group's distribution company General Film DistributorsThe Independent July 16, 19 ...
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Mutual Life Insurance Company Of New York
The Mutual Life Insurance Company of New York (also known as Mutual of New York or MONY) was the oldest continuous writer of insurance policies in the United States. Incorporated in 1842, it was headquartered at 1740 Broadway, before becoming a wholly owned subsidiaries of AXA Financial, Inc. in 2004. History In 1841 Alfred Shipley Pell, who had worked for the Mutual Safety Insurance Company, and businessman Morris Robinson, decided to form a life insurance company with Robinson as president. They received a charter from the state of New York for The Mutual Life Insurance Company of New York on April 12, 1842, and opened the doors for business less than a year later on February 1, 1843. The company was formed at the beginning what became an eight-year period that saw the founding of several other major insurance companies like New York Life (1845), Massachusetts Mutual (1851), and Aetna (1853). From its inception, the Mutual Life was a mutual company that was owned by its polic ...
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Counsel
A counsel or a counsellor at law is a person who gives advice and deals with various issues, particularly in legal matters. It is a title often used interchangeably with the title of ''lawyer''. The word ''counsel'' can also mean advice given outside of the context of the legal profession. UK and Ireland The legal system in England uses the term ''counsel'' as an approximate synonym for a barrister-at-law, but not for a solicitor, and may apply it to mean either a single person who pleads a cause, or collectively, the body of barristers engaged in a case. The difference between "Barrister" and "Counsel" is subtle. "Barrister" is a professional title awarded by one of the four Inns of Court, and is used in a barrister's private, academic or professional capacity. "Counsel" is used to refer to a barrister who is instructed on a particular case. It is customary to use the third person when addressing a barrister instructed on a case: "Counsel is asked to advise" rather than "Y ...
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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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1985 In British Law
The year 1985 was designated as the International Youth Year by the United Nations. Events January * January 1 ** The Internet's Domain Name System is created. ** Greenland withdraws from the European Economic Community as a result of a new agreement on fishing rights. * January 7 – Japan Aerospace Exploration Agency launches ''Sakigake'', Japan's first interplanetary spacecraft and the first deep space probe to be launched by any country other than the United States or the Soviet Union. * January 15 – Tancredo Neves is elected president of Brazil by the Congress, ending the 21-year military rule. * January 20 – Ronald Reagan is privately sworn in for a second term as President of the United States. * January 27 – The Economic Cooperation Organization (ECO) is formed, in Tehran. * January 28 – The charity single record "We Are the World" is recorded by USA for Africa. February * February 4 – The border between Gibraltar and Spain reopen ...
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English Good Faith Case Law
English usually refers to: * English language * English people English may also refer to: Peoples, culture, and language * ''English'', an adjective for something of, from, or related to England ** English national identity, an identity and common culture ** English language in England, a variant of the English language spoken in England * English languages (other) * English studies, the study of English language and literature * ''English'', an Amish term for non-Amish, regardless of ethnicity Individuals * English (surname), a list of notable people with the surname ''English'' * People with the given name ** English McConnell (1882–1928), Irish footballer ** English Fisher (1928–2011), American boxing coach ** English Gardner (b. 1992), American track and field sprinter Places United States * English, Indiana, a town * English, Kentucky, an unincorporated community * English, Brazoria County, Texas, an unincorporated community * En ...
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