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Trustor V Smallbone (No 2)
is a UK company law case concerning piercing the corporate veil. Facts Mr Smallbone had been the managing director of Trustor AB, and it was claimed that in breach of fiduciary duty he transferred money to a company that he owned and controlled. Trustor AB applied to treat receipt of the assets of that company as the same as the assets of Mr Smallbone. It argued that Smallbone's company was a sham to help breaches of duty, it had been involved in improper acts and the interests of justice demanded the result. The case against Mr Smallbone was eventually dropped by Trustor AB as there was no breach of fiduciary duty. Judgment Sir Andrew Morritt VC held that there was enough evidence to lift the veil on the basis that it was a "mere facade". He noted the tension between ''Adams v Cape Industries plc'' and later cases and stated that impropriety is not enough to pierce the veil, but the court is entitled to do so where a company is used ‘as a device or façade to conceal the tr ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
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 ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Piercing 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 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 employee is deliberately ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Fiduciary Duty
A fiduciary is a person who holds a legal or ethical relationship of trust with one or more other parties (person or group of persons). Typically, a fiduciary prudently takes care of money or other assets for another person. One party, for example, a corporate trust company or the trust department of a bank, acts in a fiduciary capacity to another party, who, for example, has entrusted funds to the fiduciary for safekeeping or investment. Likewise, financial advisers, financial planners, and asset managers, including managers of pension plans, endowments, and other tax-exempt assets, are considered fiduciaries under applicable statutes and laws. In a fiduciary relationship, one person, in a position of vulnerability, justifiably vests confidence, good faith, reliance, and trust in another whose aid, advice, or protection is sought in some matter... In such a relation, good conscience requires the fiduciary to act at all times for the sole benefit and interest of the one who trust ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Andrew Morritt
Sir Robert Andrew Morritt, CVO (born 5 February 1938), is a former British judge who served as Chancellor of the High Court of England and Wales. Life and career Morritt was educated at Eton College and Magdalene College, Cambridge, and was called to the bar at Lincoln's Inn in 1962. He was appointed Queen's Counsel in 1977 and was Attorney-General to the Prince of Wales from 1978 to 1988. On 15 April 1988, he was appointed a Justice of the High Court, receiving the customary knighthood, and assigned to the Chancery Division. He served from 1991 to 1994 as Vice-Chancellor of the County Palatine of Lancaster, the judge responsible for Chancery Division business in the North and North East of England. On 3 October 1994, he was appointed to the Court of Appeal, and received the customary appointment to the Privy Council. He was appointed Vice-Chancellor of the Supreme Court (in effect the head of the Chancery Division of the High Court) on 17 July 2000. On 1 October 2005, his ti ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Adams V Cape Industries Plc
''Adams v Cape Industries plc'' 990Ch 433 is a UK company law case on separate legal personality and limited liability of shareholders. The case also addressed long-standing issues under the English conflict of laws as to when a company would be resident in a foreign jurisdiction such that the English courts would recognise the foreign court's jurisdiction over the company. It has in effect been superseded by '' Lungowe v Vedanta Resources plc'', which held that a parent company could be liable for the actions of a subsidiary on ordinary principles of tort law. The decision's significance was also limited by the House of Lords decision in '' Lubbe v Cape plc'' and the groundbreaking decision in '' Chandler v Cape plc'', holding that a direct duty may be owed in tort by a parent company to a person injured by a subsidiary. Facts Cape Industries plc was a UK company, head of a group. Its subsidiaries mined asbestos in South Africa and shipped it to Texas, where a marketing subsid ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Lord Selborne
Earl of Selborne, in the County of Southampton, is a title in the Peerage of the United Kingdom. It was created in 1882 for the lawyer and Liberal politician Roundell Palmer, 1st Baron Selborne, along with the subsidiary title of Viscount Wolmer, of Blackmoor in the County of Southampton. He had already been made Baron Selborne, of Selborne in the County of Southampton, in 1872, also in the Peerage of the United Kingdom. Both his son, the second Earl, and grandson, the third Earl, were prominent Liberal Unionist politicians. The latter was in 1941 called to the House of Lords through a writ of acceleration in his father's barony of Selborne. The third Earl's grandson, the fourth Earl, served as one of the ninety elected hereditary peers that remain in the House of Lords after the passing of the House of Lords Act 1999, and sat as a Conservative. As of 2021, the titles are held by the latter's son, the fifth earl, who succeeded his father in that year. The family seat is Temple ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Barnes V Addy
''Barnes v Addy'' (1874) LR 9 Ch Appbr>244ref name="citations" /> was a decision of the Court of Appeal in Chancery. It established that, in English trusts law, third parties could be liable for a breach of trust in two circumstances, referred to as the two 'limbs' of ''Barnes v Addy'': knowing receipt and knowing assistance.'' Royal Brunei Airlines v Tan'' 9952 AC 378, 382. Although the decision remains historically significant in common law countries, the House of Lords significantly revised the relevant equitable principles in cases such as '' Royal Brunei Airlines v Tan'' (1995) and ''Dubai Aluminium Co Ltd v Salaam'' (2002). Statement of principle In '' Royal Brunei Airlines v Tan'', the House of Lords described this passage as the "much-quoted dictum" in ''Barnes v Addy'': This passage was adopted by the High Court of Australia as a statement of the 'rule in ''Barnes v Addy in '' Farah Constructions Pty Ltd v Say-Dee Pty Ltd'' (2007).(2007) 230 CLR 89; [111]. F ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Salomon V A Salomon & Co Ltd
is a landmark UK company law case. The effect of the House of Lords' unanimous ruling was to uphold firmly the doctrine of corporate personality, as set out in the Companies Act 1862, so that creditors of an insolvent company could not sue the company's shareholders for payment of outstanding debts. Facts Mr Aron Salomon made leather boots or shoes as a sole proprietor. His sons wanted to become business partners, so he turned the business into a limited liability company. This company purchased Salomon's business at an excessive price for its value. His wife and five elder children became subscribers and the two elder sons became directors. Mr Salomon took 20,001 of the company's 20,007 shares which was payment from A Salomon & Co Limited for his old business (each share was valued at £1). Transfer of the business took place on 1 June 1892. The company also issued to Mr Salomon £10,000 in debentures. On the security of his debentures, Mr Salomon received an advance of £5,000 ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Arthur Kekewich
Sir Arthur Kekewich (26 July 1832 – 22 November 1907) was an English High Court judge. Early life and career Kekewich was born at Peamore, near Exeter, to an old Devonshire family. He was the second son of Samuel Trehawke Kekewich of Peamore House, the Member of Parliament for Exeter in 1826 and for South Devon in 1858, by his first wife Agatha Maria Sophia, daughter of John Langston of Sarsden, Oxfordshire. His elder brother was Trehawke Kekewich (1823–1909), who inherited the family estate, and his younger half-brother was Sir George William Kekewich, the first permanent secretary of the Board of Education and MP for Exeter (1906–10). Sir Trehawke Kekewich, Bt. (1851–1932), the long-standing Recorder of Tiverton, and Major-General Sir Robert Kekewich, CB, the defender of Kimberley, were his nephews. Educated at Eton and at Balliol College, Oxford, where he matriculated on 11 March 1850, Kekewich was placed in the second class by the mathematical moderator ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
In Re Barney
IN, In or in may refer to: Places * India (country code IN) * Indiana, United States (postal code IN) * Ingolstadt, Germany (license plate code IN) * In, Russia, a town in the Jewish Autonomous Oblast Businesses and organizations * Independent Network, a UK-based political association * Indiana Northeastern Railroad (Association of American Railroads reporting mark) * Indian Navy, a part of the India military * Infantry, the branch of a military force that fights on foot * IN Groupe , the producer of French official documents * MAT Macedonian Airlines (IATA designator IN) * Nam Air (IATA designator IN) Science and technology * .in, the internet top-level domain of India * Inch (in), a unit of length * Indium, symbol In, a chemical element * Intelligent Network, a telecommunication network standard * Intra-nasal (insufflation), a method of administrating some medications and vaccines * Integrase, a retroviral enzyme Other uses * ''In'' (album), by the Outsiders, 1967 * In ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
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 ... [...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] |
