derivative claims cases

Question 1

foss v harbottle

Answer 1

Wigram VC: ‘prima facie the corporation should sue in its own name and in its corporate character’
two rules: 1) the majority rule 2) the proper plaintiff rule

Question 2

edward v halliwell

Answer 2

exceptions 1) fraud on the minority 2) ultra vires 3) special majority

Question 3

wallersteiner v moir

Answer 3

the company could be liable for costs

Question 4

iesini v westsrip

Answer 4

Lewiston J on s172 ‘essentially a commercial decision which the court is ill-equipped to take expect in a clear case

Question 5

franbar holdings v patel

Answer 5

application was refused - was possible to bring a s994 action available - court’s discretion

Question 6

cullen investments

Answer 6

permission was granted - hypothetical director would have questioned the actions of the defendant - show the courts are willing to have a more flexible approach

Question 7

prudential assurance co

Answer 7

the principle of no reflective loss - if the loss of the member is reflective of the loss of the company, the company comes above the members