Misfeasance - winding up, Business Law and Ethics

Assignment Help:

Misfeasance:

Under s.324, misfeasance proceedings may be instituted against a director, promoter, manager, liquidator or "officer" (including an auditor) of a company in liquidation either to recover the company's property from him or to claim compensation for the loss to the company caused by his misfeasance.

The most obvious case of misfeasance is where a director or other officer of the company is found to have misappropriated property of the company.  He can be compelled by misfeasance proceedings to return it.  His conduct may also be criminal misappropriation of property for which he can be prosecuted.

The other type of misfeasance case is where the company has suffered loss owing to the incompetence or neglect of a director or other officer.  It is not however easy to establish that there has been breach of a fiduciary duty such that an order should be made (on grounds of misfeasance) for payment of compensation.  For some lesser default the liquidator could bring an action for negligence.

In the context of misfeasance proceedings an auditor is exceptionally an "officer" who can be liable: he is not an "officer" in any other situation since he has no management functions.

A receiver is not an "officer" who can be held liable (if the company later goes into liquidation) for misfeasance.

                                      Case. RE B JOHNSON & JOHNSON CO (BUILDERS) (1955)

Misfeasance proceeds were brought against a receiver on the ground that he had in his management of the company's business taken decisions which were "detrimental from the company's point of view", eg. closing down parts of its business. 

Held:

A receiver is a representative of the secured creditors by or for whom he is appointed.  He is not an officer of the company who can be liable for misfeasance. If however a receiver does not act bona fide (ie. honestly) the company might have a claim against him but not misfeasance.


Related Discussions:- Misfeasance - winding up

State in brief about the term - nash equilibrium, State in brief about the ...

State in brief about the term - Nash equilibrium For the foreign country its reaction function cuts its indifference curves where they are vertical. Both these reaction functio

Transfer or passing of property - sales of goods, Transfer or Passing of Pr...

Transfer or Passing of Property - Sales of Goods Perhaps assuming like the seller has a right to sell the goods, so it like necessary to determine the precise moment the trans

Termination of arbitral proceeding, Termination of Arbitral Proceeding ...

Termination of Arbitral Proceeding Although the Arbitral proceedings may be terminated in any of the giving ways as; Through the final award of the arbitrator Whether

Obiter dictum, Obiter Dictum Thus now  "by the way" statement made t...

Obiter Dictum Thus now  "by the way" statement made through a judge before delivering his judgement within  a view to  strengthening or re-enforcing his reasons to the decis

Minimum subscription - commencement of business, Minimum subscription - Com...

Minimum subscription - Commencement of business: If the minimum subscription was not raised the company can only commence business or exercise borrowing powers if:- a)

Benefits associated with ethical behavior, Question 1: (a) According to...

Question 1: (a) According to Archie Carroll what are the four interrelated aspects of corporate social responsibility? Use examples from the Mauritian context to illustrate you

Explain the air space and outer space, EXPLAIN THE AIR SPACE AND OUTER SPAC...

EXPLAIN THE AIR SPACE AND OUTER SPACE The scientific advancements made by mankind in the past 100 years are a lot more than the overall scientific development of last 1000 year

Media Law, online Law test, Due tomorrow December 14th, 20 multiple choice...

online Law test, Due tomorrow December 14th, 20 multiple choice questions and 4 essay questions. Topics, Obscenity, child porn; broadcasting indecency, citizens united, ipr & cop

What are the right of confiscation and seizure, UNCTOC gives the right of C...

UNCTOC gives the right of Confiscation and Seizure to individual states. " 1. States Parties shall adopt, to the greatest extent possible within their domestic legal systems,

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