Pre-incorporation contracts, Business Law and Ethics

Assignment Help:

Pre-incorporation Contracts:

                            A pre-incorporated contract is an agreement which is entered into, usually by a promoter or promoters, on behalf of a company at a time when the company's formation has not been completed by its registration. A few cases have been contested in English courts regarding the effect of such agreements. The following rules were enunciated by the judges in the course of deciding the said cases:

          (a)     If the agreement is a written one and it is apparent from the words used therein that the promoters were contracting as individuals, they will be held personally liable under the contract. This will be so because no oral testimony will be admissible in evidence to rebut the contents of the written document: Kelner v Baxter (23).

In other words, they will not be allowed to say that they were contracting for the company. Regarding the case of Kelner v Baxter it should be noted that,  according to the written document that the parties signed, the offer was made to, and was accepted by, the promoters personally. They were therefore made personally liable on the contract. This was clarified by Lord Goddard in the later case of Newborne v Sensolid Ltd (24) when he said that, in Kelner v Baxter, "the contract showed that it (i.e. the wine)  was agreed to be sold to certain men who were the proposed directors of a company which was coming into existence. They agreed to buy".


Related Discussions:- Pre-incorporation contracts

Example of business law and ethics, Frank, a student at Anne Arundel Commun...

Frank, a student at Anne Arundel Community College, is on his way to class one day. He enjoys his class very much and is looking forward to this particular class on tort law, but d

Business environment, 1.(a) identify and give out the explanation of differ...

1.(a) identify and give out the explanation of different categories of legal system. (b) How is legal system in bznz enforce

Statutory task force on phoenix activity, Q. Statutory task force on phoeni...

Q. Statutory task force on phoenix activity ? A long term option could be the establishment of a statutory task force on phoenix activity. This could be supported by all the re

When was international atomic energy agency established, Explain Internatio...

Explain International Atomic Energy Agency The  NPT  also  creates  rights and  obligations on  the  members of  NPT  to  comply  with  the provisions of the treaty and to ensu

Explain globalization and its relevance for business ethics, Question 1: ...

Question 1: (a) Explain the term Corporate Social Responsibility. Critically examine the moral responsibility of corporations towards their stakeholders. (b) Discuss the stre

Regulations regarding fire, REGULATIONS REGARDING FIRE : Fire accidents in...

REGULATIONS REGARDING FIRE : Fire accidents in educational institutions are much less as compared to those in residential, commercial or industrial areas. This is a general observ

What are the effects of the monetary expansion, What are the effects of the...

What are the effects of the monetary expansion The first diagram corresponds to the case when both countries maintain a fixed exchange rate, and the second is when they allow

Some provisions of the factories act, Some provisions of the Factories Act ...

Some provisions of the Factories Act and its amendments are given below. 1.   These provisions relate mainly to the health, safety and welfare of the workers in industry. 2.

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

Judges of appeal, Judges of Appeal, Attorney and Registrar Judges of...

Judges of Appeal, Attorney and Registrar Judges of Appeal However a "judge of appeal" is a judge that who is appointed to the Court of Appeal. Attorney - General

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