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13 Cards in this Set
- Front
- Back
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Salomon v Salomon |
House of Lords unanimously set out the doctrine of corporate personality - if a company is set up in accordance with law, it has a separate legal personality distinct from its members - no protection for unsecured creditors |
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Fyffes plc v DCC plc |
Laffoy J recognised Salomon v Salomon as setting out a "fundamental principle of Irish company law" - separate legal personality. However, she identified exceptions in cases of: i) fraudulent/illegal/improper use ii) infer agency/trust for tax purposes iii) group of companies forming one entity iv) determining character/status |
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Prest v Petrodale |
Although the husband has acted improperly in misapplying company assets for his own benefit, he was not concealing or evading a legal obligation owed to his wife - corporate veil could not be pierced for her benefit |
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Re Southard & Co Ltd |
Appeal against a refusal to make an order for the compulsory winding up of a company - the insolvency of a subsidiary company does not give rise to a claim against the parent company or fellow subsidiaries. |
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Adams v Cape Industries Plc |
Company set up with intention of minimising parent company's involvement in asbestos industry. Corporate veil could not be lifted against a company which was the member of a corporate group, despite the fact that the subsidiary had been set up with the intention of dealing with any future legal liability. |
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DHN v Tower Hamlets |
Because group was "virtually the same as a partnership... They should not be treated separately so as to be defeated on a technical point" - depended on facts of case - no separate business operations |
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Power Supermarkets v Crumlin Investments |
Agreement in lease subject to condition that it could not be subleased to tenants selling groceries. Lease sold to Dunnes which opened new company. Court found Dunnes was only "notionally separate" and therefore bound by original condition - Costello J referred to the "economic and commercial realities of the situation" |
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The State (McInerney & Co Ltd) v Dublin Co Co |
Challenge to subsidiary's ability to serve purchase notice on holding company's land. Carroll J was of the view that the corporate veil should only be lifted for justice - because group of companies operated to maximise benefits of separate corporate identities, veil could not be lifted. |
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Allied Irish Coals v Duffryn International Fuels |
Laffoy J rejected application to have parent company joined as co-defendant in action against subsidiary because treating a group of companies as a single entity merely to render assets available to meet subsidiary's liabilities was fundamentally at variance with the doctrine of separate legal personality |
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Re Frederick Inns Ltd |
On insolvency of some members of group, Revenue Commissioners treated all members as a single legal entity in making a charge against them. Director's payments were ultra vires because paying the debts of other group members was not in the interests of their company |
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Tesco Supermarkets v Nattrass |
House of Lords refused to find that the manager was a "directing mind" of the corporation for the purposes of identifying intention to falsely advertise |
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R v P&O Ferries |
A "controlling mind" could not be identified in order to find liability for negligence following a ferry disaster |
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O'Donnell v Bank of Ireland |
Property was owned by Vico Ltd but appellants alleged that the corporate veil should be lifted and that it should be declared the family home - rejected by Supreme Court who relied on Prest v Petrodale |
