Modern Company Law Research Articles

The Principles of Modern Company Law. Third edition, by L.C.B. Gower, ll.m. (Lond.), f.b.a., Solicitor of the Supreme Court, with co-editors.[London: Stevens & Sons Ltd. 1969. ixxviii, 677 and (index) 37 pp. Hardback, £5; paperback, £2 5s. net.

The Principles of Modern Company Law. Third edition, by L.C.B. Gower, <scp>ll.m</scp>. (Lond.), <scp>f.b.a.</scp>, Solicitor of the Supreme Court, with co-editors.[London: Stevens &amp; Sons Ltd. 1969. ixxviii, 677 and (index) 37 pp. Hardback, £5; paperback, £2 5s. net.

Modern Company Law

Modern Company Law

REVIEWS

Book reviewed in this article:The Nature of Legal Argument. By O. C. Jensen, Professor of Philosophy, University of Natal.The Approach to Self‐Government. By Sir Ivor Jennings, k.b.e., q.c., litt.d., ll.d., f.b.a., Master of Trinity Hall, Cambridge.The Supreme Court and State Police Power: A Study in Federalism. By Ruth Locke Roettinger.The Law of the Commonwealth and Chief Justice Shaw. By Leonard W. Levy.Entscheidungen des Bundesverfassungsgerichts. Herausgegeben von Mitgliedern des Bundesverfassungsgerichts.Principles of Administrative Law. By J. A. G. Griffith, ll.m., Reader in English Law in the University of London, and H. Street, ll.m., ph.d., Professor of Public Law and Common Law in the University of Manchester.The Principles of Modern Company Law. By L. C. B. Gower, ll.m.(Lond.).Copyright Law Symposium No.Benas and Essenhigh's Precedents of Pleadings. By Bertram B. Benas, Mary Holt and Jeffrys Collinson.Law Relating to Auctioneers and Estate Agents. By D. MacIntyre.. (Introduction to the Science of Law.) By Petros G. Vallindas, Professor at the University of Thessalonica.Learning the Law. By Glanville Williams, ll.d., f.b.a.Renton and Brown's Criminal Procedure According to the Law of Scotland. Third edition. By F. C. Watt, q.c., m.a., ll.b., Sheriff of Caithness, Sutherland, Orkney and Zetland.Yearbook of the International Law Commission 1956.Trials of Timothy John Evans and John Reginald Halliday Christie. Edited by F. Tennyson Jesse.The Rent Act, 1957. By R. E. Megarry, q.c.The Rent Act, 1957. Current Law Guide No. 18. By Ashley Bramall.Shaw's Guide to Rent Control and the Increase of Rents. Second edition. By Quentin Edwards.Rent Acts Manual. By Ashley Bramall.The Landlord and Tenant Acts, 1927 and 1954. Second edition. By Lionel A. Blundell and V. G. Wellings.Introduction to Income Tax Law, Canada. By Francis Eugene La Brie, b.a., ll.b., ll.m., d.jur., Associate Professor in the School of Law, University of Toronto; with the assistance of Marcel Belanger, m.a., c.a., Secretary of the Faculty of Commerce and Professor, Laval University.Silke on South African Income Tax being an exposition of the law, practice and incidence of income tax in South Africa. By A. S. Silke, m.com.(Hons.) (Cape Town), c.a.(s.a.), Lecturer in Taxation at the University of Cape Town.An Estate Duty Notebook. Second edition. By G. Boughen Graham, ll.b., of Lincoln's Inn, Barrister‐at‐Law. [The Solicitors' Law Stationery Society, Ltd. 1957. 141 pp. 17s. 6d. net.]Factory Law. Sixth edition. By H. Samuels.Regulation of Employment and Industrial Conciliation in South Africa. By M. Schaeffer, b.a., ll.b.Industrial Laws of South Africa. By Alan de Kock.

Shareholders' Rights and the Rule in Foss v. Harbottle

If an irregularity has been committed in the course of a company's affairs, or some wrong has been done to the company, can the individual shareholder bring a complaint before the court? The Rule in Foss v. Harbottle purports to give a negative answer to this question, subject to certain “exceptions.” The answer need occasion no surprise when it is remembered that the judges have for long been reluctant to interfere in the internal affairs of companies and similar associations; they have usually abdicated their jurisdiction in favour of the obvious alternative authority—the majority of the members. “It is not the business of the court to manage the affairs of the company. That is for the shareholders and the directors.” Whether this approach is a wholly adequate basis for judicial policy in the area of modern company law is open to doubt; the “majority” in the modern public company is usually under the effective control of a small body of managers. But the approach of the courts remains the same; the interests of the majority are theoretically paramount in the last resort. The rights of the minority must, in consequence, be restricted; and, in particular, the minority cannot complain of wrong done to the corporation as a whole or of internal improprietiess. In such terms of deceptive simplicity is the Rule in Foss v. Harbottle often presented; but the Rule is notorious among students of company law for the difficulties which lie underneath this simple surface. In order to investigate those difficulties, it is necessary, first, to examine the two different parts of the Rule and their point of contact; secondly, to mention twe preliminary matters concerning directors which must be kept in mind in the course of the discussion; and thirdly, to set out, and examine under four headings, the principles which are commonly said to constitute the “exceptions” to the Rule.

The Principles of Modern Company Law

The Principles of Modern Company Law

The Principles of Modern Company Law

The Principles of Modern Company Law

The Principles of Modern Company Law. By L. C. B. Gower, Ll.m. (Lond.), Solicitor of the Supreme Court, Sir Ernest Cassel Professor of Commercial Law in the University of London. [London: Stevens and Sons, Ltd. 1954. xl and 574 and index 25 pp. 45s.

The Principles of Modern Company Law. By L. C. B. Gower, <scp>Ll.m</scp>. (Lond.), Solicitor of the Supreme Court, Sir Ernest Cassel Professor of Commercial Law in the University of London. [London: Stevens and Sons, Ltd. 1954. xl and 574 and index 25 pp. 45s.

The Historical Foundations of Modern Company Law. By Ronald Ralph Formoy, LL. B., Tutor to the Law Society, of the Inner Temple, Barrister-at-Law. 1923. Sweet &amp; Maxwell, Lim. (10s. 6d. net.)

The Historical Foundations of Modern Company Law. By Ronald Ralph Formoy, LL. B., Tutor to the Law Society, of the Inner Temple, Barrister-at-Law. 1923. Sweet &amp; Maxwell, Lim. (10<i>s</i>. 6<i>d</i>. net.)