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have now changed: see ‘ What are the essentials of a ‘meeting’? What are the essentials of a “meeting”? ’, pp 204ff.) 7. Contrast that case with the decision in Wright v Atlas Wright

character. This is not a precise test and it would have to be worked out on a case by case basis. But the essential distinction is between nullity (or non-event) and procedural irregularity

principle of public policy, it should only be relied upon where it is essential. By contrast, there are a good number of cases where the members are indeed made liable, despite a corporate

As the facts of this case demonstrate, the consequence of non-disclosure may be that the company makes erroneous business decisions because it lacks essential information. A legal rule

notes This area is difficult, and the cases are not easy to reconcile. Yet, if members are to pursue personal claims, then it is essential to know whether the wrong in question is

to apply in most cases. It is important to hold to those words in each case. The judges of the Chancery Division have, understandably, attempted in certain cases to give guidance

Court of Appeal stated: [i]n our view the cases before and after Wallersteiner v Moir [1974] 1 WLR 991 [another Lord Denning case] show that the court will use its power to pierce

whose services are nowadays essential. There is thus little need to include extracts from these cases, insofar as they relate to promoters’ duties, as such cases are now mainly of historical

is ever made. Although each case depends on its particular facts, there are three types of case which have often been reported: (a) In some cases (see 4.4.2.4 Provision reflecting

contract is ever made. Although each case depends on its particular facts, there are three types of case which have often been reported: (a) In some cases ( see 4.4.2.4 Provision reflecting

[I]n each of these cases the wrongdoer controlled the company, which he used as a façade or device to facilitate and cover up his own wrongdoing—in the first two cases [ Gilford, Jones

as one aggregated venture. In a straightforward case, the procedure laid down by IA 1986 s 110 may be used. In more complicated cases, the other procedures are used. Much the same

v Sigmund [2015] BCC 503 at [53]: ‘A prima facie case is a higher test than a seriously arguable case and I take it to mean a case that, in the absence of an answer by the defendant

hold the shares (as in the present case) is permanently withdrawn from its trading capital. It appears to me that … it is inconsistent with the essential nature of a company that it should

n by the Registrar of Companies. Except in a few rare cases the last word of its name will be ‘Ltd’ (Limited) or, in the case of a public company, the unpronounceable abbreviation ‘plc’

concluded that this was the case.] Questions 1. The implications of this case are potentially far-reaching. In the Bushell v Faith case, for example, the director’s

Lipman 123 to be piercing cases, with Gencor v Dalby 124 and Trustor v Smallbone 125 being lifting or concealment cases. Gilford is a true piercing case, in Lord Sumption’s view

v Sigmund [2015] BCC 503 at [53]: ‘A prima facie case is a higher test than a seriously arguable case and I take it to mean a case that, in the absence of an answer by the defendant

proactive role in case management (see, for example, Re Rotadata Ltd (2000) in which Neuberger J stressed that the CPR encouraged the court to take an active part in case management and

effective deterrent. 70 From the case law, it is clear that disqualifications under s 6 are highly dependent upon the facts of the case. As such, existing cases are only of limited help and