Allen v Gold Reefs of West Africa Ltd
1900 · [1900] 1 Ch 656 (CA)
Posted By lanbuk.com
- Facts
- The company altered its articles to extend its lien from partly paid shares to fully paid shares. This affected a deceased member who alone held fully paid shares and owed calls on others.
- Issue
- Was the alteration valid?
- Held
- Yes. The power to alter articles must be exercised for the benefit of the company as a whole, and this alteration was.
- Principle
- Articles may be altered by if done in good faith for the benefit of the company as a whole.
- Why it matters
- It sets the test for alteration of articles.
Words and Latin in this note
- Bona fide purchaser
- A person who buys a legal estate in good faith, for value, without notice of an earlier equitable right. That earlier right does not bind them. Open the note.
- Special resolution
- A resolution passed by not less than two-thirds of the votes cast at a general meeting of which 21 days' notice, specifying it as a special resolution, was given: section 200(2). Open the note.
For study only. By lanbuk.com. Always check current sources and consult a qualified professional.