The Law Reports (Chancery Division)
[1967] Ch 254
[CHANCERY DIVISION]
HOGG v. CRAMPHORN LTD. AND OTHERS
[1963 H. No. 1752]
SAME
v.
SAME
[1963 H. No. 1789]
Oct. 8,
9,
10,
18
BUCKLEY J.
Company
— Director
— Fiduciary duty to company
— Use of powers to issue shares and lend money in order to retain control of company
— Bona fide belief that transaction in best interests of company
— Whether ultra vires
— Ratification by general meeting.
Company
— Shares
— Articles of association
— Power for directors to issue shares “with a special or without any right of voting”
— Provision that in case of a poll “every member shall have one vote for every share held by him”
— Whether directors empowered to issue shares carrying 10 votes each on a poll.