Southern Foundries v Shirlaw [1940] AC 701
Country:
United Kingdom
Reviewed By Oxbridge Law Team
Updated 2024-01-04 07:05:05 UTC
Claimant, a director, had a ten-year service contract with Defendant, company.
Power was inserted into articles allowing shareholders to appoint and dismiss directors at will. Claimant was dismissed prior to end of 10-year period.
Held
Articles were validly altered.
Existence of prior contract does not affect validity of a change in articles.
-
However director still had claim for damages.
I.e. as obligations in contract were not changed by alteration in Defendant’s articles.
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