Civil liabilities, Business Law and Ethics

Assignment Help:

Civil Liabilities:

LIABILITY FOR FAILURE TO STATE ANY MATTER OR REPORT

At Common Law, a contract of allotment is not a contract Uberrimae Fidei. The company is therefore not under a legal obligation to disclose or state in its prospectus any relevant matter or report. The allottee of shares has, therefore, no remedy against the company if he bought the shares which he would not have bought had the company made the relevant disclosure. This rule has not been changed by the disclosure requirements of the Companies Act.

However, the allottee may have a remedy for an omission if the failure to state any relevant fact had the indirect effect of rendering a stated fact untrue, with S.48 (a) of the Act. For example, in COLES v WHITE CITY (MANCHESTER) GREYHOUND ASSOCIATION LTD the prospectus stated that the land to be acquired by the company was "eminently suitable" for greyhound racing. No mention was made of the fact that approval of the local council was required in order to build public stands and kennels. This was held by the Court of Appeal to be a ground for rescission by the plaintiff.


Related Discussions:- Civil liabilities

Good faith - meetings and resolutions, Good Faith - meetings and resolution...

Good Faith - meetings and resolutions: The directors must act in good faith when calling a meeting,.  Thus, in Cannon v Tasks, the directors called the annual general meeting

List of members - meetings and resolutions, List of Members: S.130(6) ...

List of Members: S.130(6) provides that the directors shall cause a list showing the names and postal addresses of the members of the company, and the number of shares held th

Determine about the opportunistic policy cycle, Determine about the Opportu...

Determine about the Opportunistic policy cycle We now turn back once again to study the behaviour of the decision maker who, ultimately wants to return to the office in future.

Implementation of open method of coordination, Implementation of open metho...

Implementation of open method of coordination It is emphasised that OMC might contribute to the dissemination of best practice in the implementation of national development po

Article 3 - state responsibilty, Article 3 - State Responsibilty Artic...

Article 3 - State Responsibilty Article 3. This article is about the Characterisation of an act of a State as Internationally wrongful. A local law that results into violatio

Justification of innocent passage by territorial water, What is the justifi...

What is the justification behind the right of innocent passage through territorial waters, when the waters actually form a part of the states sovereign territory? The rational

Order for compulsory liquidation, Order for compulsory liquidation: Th...

Order for compulsory liquidation: The Official Receiver also calls separate meetings of creditors and of contributories within one month of the order for liquidation: s.236.

Empowers directors - company management, Empowers directors - company manag...

Empowers directors - company management: In the case of companies which have adopted Table A, Article 107 empowers directors to appoint a managing director "for such period an

Explain the jurisdiction, JURISDICTION  According to Peter Stephen Du P...

JURISDICTION  According to Peter Stephen Du Ponceau, an international lawyer from Philadelphia, Jurisdiction, in its most general sense means; "The power to make, declare, o

Case law relating to dividends, Case Law Relating To Dividends: The ab...

Case Law Relating To Dividends: The above provisions of Table A supplement the following common law rules: 1)      Losses in previous years need not be provided for. Furthe

Write Your Message!

Captcha
Free Assignment Quote

Assured A++ Grade

Get guaranteed satisfaction & time on delivery in every assignment order you paid with us! We ensure premium quality solution document along with free turntin report!

All rights reserved! Copyrights ©2019-2020 ExpertsMind IT Educational Pvt Ltd