Percival V Wright
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Percival V Wright
''Percival v Wright'' 9022 Ch 401 is a UK company law case concerning directors' duties, holding that directors only owe duties of loyalty to the company, and not to individual shareholders. This is now codified in the United Kingdom's Companies Act 2006, section 170. Facts Shareholders in Nixon's Navigation Co. wanted to sell their shares, and requested that the company's secretary find purchasers. Some directors of the company purchased the shares at £12.10s per share, which price was based upon independent valuation. After the sale, the shareholders discovered that before and during the negotiations for that sale, the board of directors had been involved in other negotiations to sell the entire company, which would have made those shares substantially more valuable had they come to fruition. The plaintiff sued, claiming breach of fiduciary duty, in that the shareholders should have been told of these negotiations. Judgment Swinfen Eady J held the directors owed duties to the ...
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High Court Of Justice
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 of England and Wales, Court of Appeal and the Crown Court, are the Courts of England and Wales, 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 Court of first instance, first instance with all high value and high importance Civil law (common law), civil law (non-criminal law, 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, Chancery Division and the #Family Division, Family Division. Their jurisdictions overlap in some cases, and cases started in one division may be transferred by court order to ...
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Charles Swinfen Eady, 1st Baron Swinfen
Charles Swinfen Eady, 1st Baron Swinfen, (31 July 1851 – 15 November 1919) was a British lawyer and judge. Biography Eady was the son of George John Eady of Chertsey, Surrey, and his wife Laura Maria Smith, daughter of Richard Smith. He was educated privately and at the University of London, and was admitted a solicitor in 1874. In 1879 Eady was called to the Bar, Inner Temple. He built a successful legal practice and became a Queen's Counsel in 1893. He was appointed a Judge of the High Court of Justice (Chancery Division) in November 1901, and knighted the following month. He held this office until 1913, when he was appointed a Lord Justice of Appeal, serving until 1918. The latter year he succeeded Lord Cozens-Hardy as Master of the Rolls. However, Eady's health soon began to decline and he resigned in the autumn of 1919. He had been admitted to the Privy Council in 1913 and on 1 November 1919 was raised to the peerage as Baron Swinfen, of Chertsey in the County of Surrey. ...
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United Kingdom 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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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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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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HeinOnline
HeinOnline (HOL) is a commercial internet database service launched in 2000 by William S. Hein & Co., Inc. (WSH Co), a Buffalo, New York publisher specializing in legal materials. The company began in Buffalo, New York, in 1961 and is currently based in nearby Getzville, NY. In 2013 WSH Co. was the 33rd largest private company in western New York, with revenues of around $33 million and more than seventy employees. HeinOnline is a source for traditional legal materials (reported cases, statutes, government regulations, academic law reviews, commercially produced law journals and magazines, and classic treatises), historical, governmental, and political documents, legislative debates, legislative and executive branch reports, world constitutions, international treaties, and reports and other documents of international organizations. The database includes more than 192 million pages of materials “in an online, fully searchable, image-based format". New product award In 2001, Hein ...
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Judicial Functions Of The House Of Lords
Whilst the House of Lords of the United Kingdom is the upper chamber of Parliament and has government ministers, it for many centuries had a judicial function. It functioned as a court of first instance for the trials of peers, for impeachments, and as a court of last resort in the United Kingdom and prior, the Kingdom of Great Britain and the Kingdom of England. Appeals were technically not to the House of Lords, but rather to the King-in-Parliament. In 1876, the Appellate Jurisdiction Act devolved the appellate functions of the House to an Appellate Committee, composed of Lords of Appeal in Ordinary (informally referred to as Law Lords). They were then appointed by the Lord Chancellor in the same manner as other judges. During the 20th and early 21st century, the judicial functions were gradually removed. Its final trial of a peer was in 1935, and in 1948, the use of special courts for such trials was abolished. The procedure of impeachment became seen as obsolete. In 2009, t ...
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Johnson V Gore Wood & Co
is a leading UK company law decision of the House of Lords concerning (1) abuse of process relating to litigating issues which have already been determined in prior litigation or by way of settlement, (2) estoppel by convention, and (3) reflective loss of a shareholder with respect to damage which was done to the company in which he holds shares. Facts Mr Johnson was a director and majority shareholder in a number of companies, including Westway Homes Limited (referred to in the judgment as "WWH"). Gore Wood & Co were a firm of solicitors who acted for the companies and also occasionally for Mr Johnson in his personal capacity. In 1998 Gore Wood were acting for WWH and served notice under an option to acquire land from a third party upon the solicitors for that third party. The third party alleged that this was not proper service, and refused to convey the land. Legal proceedings ensued and ultimately WWH succeeded. However, because the third party was impecunious and fun ...
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Peskin V Anderson
''Peskin v Anderson'' 000EWCA Civ 326is a UK company law case concerning Directors' duties in the United Kingdom">directors' duties under English law. Facts Former members of the Royal Automobile Club (RAC) sued the directors for failing to disclose that they had plans to demutualise. They claimed that they could have received £35,000 had they stayed in the club, but had given up their membership. They claimed that the directors had breached a duty owed to them as shareholders to inform them of the upcoming demutualisation plan. The RAC applied to have the claims struck out as having no prospect of success as directors did not owe a duty to individual shareholders. The RAC succeeded in having the claims struck out at first instance before Neuberger J, and the claimants appealed to the Court of Appeal. Judgment The Court of Appeal dismissed the appeal. The only judgment was given by Mummery LJ. Although there were several grounds in the appeal, the main proposition for w ...
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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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