Breckland Group Holdings Ltd v London and Suffolk Properties
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''Breckland Group Holdings Ltd v London & Suffolk Properties Ltd'' 989BCLC 100 is a
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 lega ...
case, concerning the right of a majority shareholder to litigate in the company's name.


Facts

A majority shareholder attempted to start litigation in the company's name against the managing director. The board challenged the litigation, arguing it had no authority to do so even with a shareholder resolution.


Judgment

Harman J held that the litigation could not be continued. After noting that the responsibility of the board is collective, not individual and the power of the board is invested in the whole, he said,


Significance

This was a contentious opinion, and most academic treatises view the law to be that in fact a majority shareholder may by ordinary resolution bring litigation. This is seen to follow implicitly from the rule in ''
Foss v Harbottle ''Foss v Harbottle'' (1843) 2 Hare 46167 ER 189is a leading English precedent in corporate law. In any action in which a wrong is alleged to have been done to a company, the proper claimant is the company itself. This is known as "the proper pl ...
'', and the House of Lords judgment in '' Alexander Ward v Samyang''.'' Alexander Ward v Samyang''
975 Year 975 ( CMLXXV) was a common year starting on Friday (link will display the full calendar) of the Julian calendar. Events By place Byzantine Empire * Arab–Byzantine War: Emperor John I raids Mesopotamia and invades Syria, using ...
2 All ER 424


See also

*
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 lega ...
*''
Foss v Harbottle ''Foss v Harbottle'' (1843) 2 Hare 46167 ER 189is a leading English precedent in corporate law. In any action in which a wrong is alleged to have been done to a company, the proper claimant is the company itself. This is known as "the proper pl ...
'' *'' Alexander Ward v Samyang''
975 Year 975 ( CMLXXV) was a common year starting on Friday (link will display the full calendar) of the Julian calendar. Events By place Byzantine Empire * Arab–Byzantine War: Emperor John I raids Mesopotamia and invades Syria, using ...
2 All ER 424 *'' Danish Mercantile Co Ltd v Beaumont''


Notes


References

* KW Wedderburn, 'Control of Corporate Actions' (1989) 52 Modern Law Review 401 {{DEFAULTSORT:Breckland Group Holdings Ltd V London And Suffolk Properties United Kingdom company case law 1989 in United Kingdom case law High Court of Justice cases