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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 deliberatel ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Limited Liability
Limited liability is a legal status in which a person's financial liability is limited to a fixed sum, most commonly the value of a person's investment in a corporation, company or partnership. If a company that provides limited liability to its investors is sued, then the claimants are generally entitled to collect only against the assets of the company, not the assets of its shareholders or other investors. A shareholder in a corporation or limited liability company is not personally liable for any of the debts of the company, other than for the amount already invested in the company and for any unpaid amount on the shares in the company, if any, except under special and rare circumstances permitting " piercing the corporate veil." The same is true for the members of a limited liability partnership and the limited partners in a limited partnership. By contrast, sole proprietors and partners in general partnerships are each liable for all the debts of the business (unlimit ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Corporation
A corporation is an organization—usually a group of people or a company—authorized by the state to act as a single entity (a legal entity recognized by private and public law "born out of statute"; a legal person in legal context) and recognized as such in law for certain purposes. Early incorporated entities were established by charter (i.e. by an ''ad hoc'' act granted by a monarch or passed by a parliament or legislature). Most jurisdictions now allow the creation of new corporations through registration. Corporations come in many different types but are usually divided by the law of the jurisdiction where they are chartered based on two aspects: by whether they can issue stock, or by whether they are formed to make a profit. Depending on the number of owners, a corporation can be classified as ''aggregate'' (the subject of this article) or '' sole'' (a legal entity consisting of a single incorporated office occupied by a single natural person). One of the most at ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Unequal Bargaining Power
Inequality of bargaining power in law, economics and social sciences refers to a situation where one party to a bargain, contract or agreement, has more and better alternatives than the other party. This results in one party having greater power than the other to choose not to take the deal and makes it more likely that this party will gain more favourable terms and grant them more negotiating power (as they are in a better position to reject the deal). Inequality of bargaining power is generally thought to undermine the freedom of contract, resulting in a disproportionate level of freedom between parties, and that it represents a place at which markets fail. Where bargaining power is persistently unequal, the concept of inequality of bargaining power serves as a justification for the implication of mandatory terms into contracts by law, or the non-enforcement of a contract by the courts. Historical development The concept of inequality of bargaining power was long recognised ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Bank Of Tokyo V Karoon
''Bank of Tokyo Ltd v Karoon'' 987AC 45 is a conflict of laws case, which also relates to UK company law and piercing the corporate veil. Facts The Bank of Tokyo was a Japanese Bank operating in London and a wholly owned subsidiary of the Bank of Tokyo Trust Co, a New York corporation. Mr Karoon, an Iranian employee of the Iranian Maritime Co had personal accounts with both banks. He left Iran and transferred his money from the New York to the London bank. In February 1980 the London bank was notified that Mr Karoon was sentenced to prison by the Iranian government, and requested his assets be sent to the Iranian government. Mr Karoon asked the bank to transfer his accounts to another bank. The bank, unsure of what to do, applied for an interpleader summons and the money was eventually paid into court. Mr Karoon sued the New York bank claiming breach of the duty of confidentiality in disclosing information to the London bank, and the London bank sought to restrain him taking pr ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Compulsory Purchase Order
A compulsory purchase order (CPO; , ) is a legal function in the United Kingdom and Ireland that allows certain bodies to obtain land or property without the consent of the owner. It may be enforced if a proposed development is considered one for public betterment; for example, when building motorways where a landowner does not want to sell. Similarly, if town councils wish to develop a town centre, they may issue compulsory purchase orders. CPOs can also be used to acquire historic buildings in order to preserve them from neglect. Compensation rights usually include the value of the property, costs of acquiring and moving to a new property, and sometimes additional payments. Costs of professional advice regarding compensation are usually reimbursed by the authority, so that people affected by a compulsory purchase order can seek advice from a solicitor and a surveyor and expect to be reimbursed. Ireland In Ireland, CPOs became quite common in the early 21st century due to the ma ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
House Of Lords
The House of Lords, also known as the House of Peers, is the upper house of the Parliament of the United Kingdom. Membership is by appointment, heredity or official function. Like the House of Commons, it meets in the Palace of Westminster in London, England. The House of Lords scrutinises bills that have been approved by the House of Commons. It regularly reviews and amends bills from the Commons. While it is unable to prevent bills passing into law, except in certain limited circumstances, it can delay bills and force the Commons to reconsider their decisions. In this capacity, the House of Lords acts as a check on the more powerful House of Commons that is independent of the electoral process. While members of the Lords may also take on roles as government ministers, high-ranking officials such as cabinet ministers are usually drawn from the Commons. The House of Lords does not control the term of the prime minister or of the government. Only the lower house may force ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Woolfson V Strathclyde BC
''Woolfson v Strathclyde Regional Council'' 978UKHL 5is a UK company law case concerning piercing the corporate veil. Facts A bridal clothing shop at 53-61 St George's Road was Compulsory purchase, compulsorily purchased by the Glasgow Corporation. The business in the shop was run by a company called Campbell Ltd. But the shop itself, though all on one floor, was composed of different units of property. Mr Solomon Woolfson owned three units and another company, Solfred Holdings Ltd owned the other two. Mr Woolfson had 999 shares in Campbell Ltd and his wife the other. They had twenty and ten shares respectively in Solfred Ltd. Mr Woolfson and Solfred Ltd claimed compensation together for loss of business after the compulsory purchase, arguing that this situation was analogous to the case of '' DHN v Tower Hamlets LBC''.'' DHN Food Distributors Ltd v Tower Hamlets London Borough Council'' 9761 WLR 852 The Land Tribunal denied it on the basis that Campbell Ltd was the sole occupi ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
DHN Food Distributors V Tower Hamlets
''DHN Food Distributors Ltd v Tower Hamlets London Borough Council'' 9761 WLR 852 is a UK company law case where, on the basis that a company should be compensated for loss of its business under a compulsory acquisition order, a group was recognised as a single economic entity. It stands as a liberal example of when UK courts may lift the veil of incorporation of a company. The decision was, however, doubted in '' Woolfson v Strathclyde Regional Council'' and qualified in '' Adams v Cape Industries plc''. Facts DHN imported groceries and provision and had a cash-and-carry grocery business. Its premises were owned by its subsidiary which was called Bronze. It had a warehouse in Malmesbury Road, in Bow, the East End of London. Bronze’s directors were DHN’s. Bronze had no business and the only asset were the premises, of which DHN was the licensee. Another wholly owned subsidiary, called DHN Food Transport Ltd, owned the vehicles. In 1970 Tower Hamlets London Borough Counci ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Lord Denning MR
Alfred Thompson "Tom" Denning, Baron Denning (23 January 1899 – 5 March 1999) was an English lawyer and judge. He was called to the bar of England and Wales in 1923 and became a King's Counsel in 1938. Denning became a judge in 1944 when he was appointed to the Probate, Divorce and Admiralty Division of the High Court of Justice, and transferred to the King's Bench Division in 1945. He was made a Lord Justice of Appeal in 1948 after less than five years in the High Court. He became a Lord of Appeal in Ordinary in 1957 and after five years in the House of Lords returned to the Court of Appeal as Master of the Rolls in 1962, a position he held for twenty years. In retirement he wrote several books and continued to offer opinions on the state of the common law through his writing and his position in the House of Lords. Margaret Thatcher said that Denning was "probably the greatest English judge of modern times". Denning's appellate work in the Court of Appeal did not conce ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Christopher Staughton
Sir Christopher Stephen Thomas Jonathan Thayer Staughton, PC (24 May 1933 – 15 October 2014) was an English barrister and judge, who sat as a justice of the High Court of Justice, Court of Appeal of England and Wales and President of the Court of Appeal of Gibraltar. Biography He was educated at Eton College and Magdalene College, Cambridge, where he graduated with first-class honours in law in 1956. Staughton specialised in commercial law, most notably appearing in '' Hong Kong Fir Shipping Co Ltd v Kawasaki Kisen Kaisha Ltd''. He served as a Recorder in the Crown Court between being appointed to the High Court of Justice in 1981. In 1987 he was appointed to the Court of Appeal of England and Wales, where he sat until 1997. From 2005 to 2006, he served as the 6th President of the Court of Appeal of Gibraltar. Staughton died at Sarratt, Hertfordshire on 15 October 2014, aged 81. [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
The Coral Rose (No 1)
''The'' () is a grammatical article in English, denoting persons or things already mentioned, under discussion, implied or otherwise presumed familiar to listeners, readers, or speakers. It is the definite article in English. ''The'' is the most frequently used word in the English language; studies and analyses of texts have found it to account for seven percent of all printed English-language words. It is derived from gendered articles in Old English which combined in Middle English and now has a single form used with pronouns of any gender. The word can be used with both singular and plural nouns, and with a noun that starts with any letter. This is different from many other languages, which have different forms of the definite article for different genders or numbers. Pronunciation In most dialects, "the" is pronounced as (with the voiced dental fricative followed by a schwa) when followed by a consonant sound, and as (homophone of pronoun '' thee'') when followed by a ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Salomon V Salomon
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, ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
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