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Sealy & Worthington's Text, Cases, and Materials in Company Law

Sealy & Worthington's Text, Cases, and Materials in Company Law (12th edn)

Sarah Worthington and Sinéad Agnew
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date: 19 June 2024

p. 5959. Company Auditorslocked

p. 5959. Company Auditorslocked

  • Sarah WorthingtonSarah WorthingtonDowning Professor of the Laws of England and Fellow of Trinity College University of Cambridge Academic Member, South Square, Gray’s Inn
  •  and Sinéad AgnewSinéad AgnewCatherine Seville Assistant Professor in Law and Fellow of Newnham College University of Cambridge Associate Member of Serle Court, Lincoln’s Inn


This chapter discusses the available remedies when a company is poorly run, including the types of issues that are legitimate subjects of complaint. Topics covered include: pursuing claims for maladministration; why shareholder litigation is such a problem; the old common law rule in Foss v Harbottle; the statutory derivative action for bringing corporate claims and limitations based on reflective loss; personal claims by members; and unfairly prejudicial conduct of the company’s affairs.

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