Contents INTRODUCTION 1 DERIVATE ACTION: WHAT IS IT? 1 Proper Plaintiff Rule 2 SCOPE IN INDIA 3 Nirad Amilal Mehta v Genelec Limited and Ors 3 Onyx Musicabsolute.com Pvt Ltd v Yash Raj Films , Onyx Mobile Pvt. Ltd 4 Yogesh Radhakrishnan v Media Networks and Distribution (India) Ltd 6 MULTIPLE DERIVATIVE ACTIONS 7 SCOPE OF MULTIPLE DERIVATIVE ACTIONS IN INDIA 9 BSN (UK) Ltd v Janardan Mohandas Rajan Pillai 9 CONCLUSION 9 BIBLIOGRAPY ii INTRODUCTION The concept ‘derivative action’ is not something new to common law. It was developed as an exception to the rule laid down in Foss v Harbottle, an 1846 case. It is an equitable remedy that is resorted to by a shareholder when there is no proper remedy available. A derivative action refers to a claim made by a shareholder of the company on its behalf when the company is disabled from doing so due to the wrongdoers controlling it. The jurisprudence on the same has developed in other jurisdictions but a very limited jurisdiction has developed in India because of reluctance on the part of the shareholders to resort to this remedy due to various …show more content…
According to this principle, the shareholder has a locus in filing such a suit as due to the wrong that has been committed against the company, the value of the assets of the company will diminish. The diminution in the value of the dividends, shares of the company is reflective of the loss suffered by the company. SCOPE IN INDIA To gauge the scope of ‘single derivative action’ in India, the reasoning of the courts in various cases needs to be analysed taking into consideration the particular facts of the case. Only a few cases have been decided on the question of ‘derivative claim’ while many have been dismissed on technical grounds. Nirad Amilal Mehta v Genelec Limited and
The decision in Equuscorp is significant, as it has made clear several principles that were once ambiguous under Australian law. It ratifies that restitutionary remedies are unavailable for a claim for money had and received where recovery would reduce coherence in the law. Furthermore, Equuscorp has confirmed that a bare cause of action can be assigned where the assignee has a genuine commercial interest in its enforcement.
The suit was ref the board of directors and key officers, alleged breach of fiduciary duty, abuse of control, gross management, waste of corporate assets, unjust enrichment, and breach of fiduciary duties for insider selling and misappropriation of information. The plaintiffs had met their rule 23.1 burden to plead with particularity their claims of demand futility. (Case: 1:04-cv-00041 Document #: 142 Filed: 02/28/07 Page 2.) The conclusion of this case is the defendants’ motion to dismiss plaintiff’s verified shareholders amended derivative compliant (122) with prejudice is granted. The case was hereby terminated. Case: 1:04-cv-00041 Document #: 142 Filed: 02/28/07 Page
This short paper is about the court decision between a financial advisor, a cohort of the financial advisor, and the investor. This decision deals with what is known as holder in due course or HDC. By being able to understand the court’s decision and how HDC works, we are able to decide whether or not it is fair. I am also able to give my thoughts on HDC, which are based both on this court’s decision and readings from the text.
Civil law is more of a protectant and to change or adjust anything, one may be required to resubmit or cancel only if it’s stated in writing. In the business world, falling under the civil law will be the best coverage wanted. Once the plans and agreements are set, there in not changing. This article is meant to provide a short summary about both laws and their differences, but also, to allow one to understand which one could be more advantageous to them. Overall, common law and civil law are helpful in their own unique ways. Now I will discuss common and civil
Andrews N, Strangers to Justice No Longer: The Reversal of the Privity Rule under the Contracts (Rights of Third Parties) Act 1999 (2001) 60 The Cambridge Law Journal 353
...aw in the US and Australia where the doctrine can be used to found a cause of action to remedy the non-performance of a promise unsupported by consideration. In the UK however, it is a means where contractual rights may be suspended, but not by which new rights can be formed. In the US, where the doctrine can be used as a cause of action and has been used in multiple cases, commentators have claimed that the doctrine is a ‘flexible means of achieving fairness’ and ‘cannot be reduced to a precise formula or series of tests’ .
Generally speaking, the legal system didn¡¦t play a very active role in this case. First of all, the India government could do more on digging the truth of the gas leak out and set a more strict standard to regulate such dangerous plants in case that another crisis. Second, I didn¡¦t see any one who worked in the Union Carbide¡¦s Bhopal plant should be responsible for that tragedy. Does it mean that all that the India court wanted was money or it just wanted to reduce trial and subsequent appeals because it might have taken more than twenty years?
This essay will examine the main cause of the demise of the derivative claim which is the possibility of pursuing a corporate relief and even costs via an unfair prejudice petition, a relief and order that was initially only available via derivative action. Further this essay will discuss as to how the boundaries between the statutory derivative action and the unfair prejudice should be drawn and what restrictions should be added to the unfair prejudice remedy under section 994 of the Companies Act 2006 so that the significance of the statutory derivative action can be reinstated.
...ust make an allegation of negligence”. It seems too easy for the shareholder to bring the action without knowing their hidden agenda. Second, the courts will be more involved with companies' internal management as they are given the full power of giving permission on a derivative action. Besides that, the filtering process is a time-consuming and will affect the interest of the company. Third, even after the prima facie case has been proven, the court must dismiss the claim if it falls under section 263(2). Lastly, when it regards to the court’s discretion whether to allow the claim to proceed, the court has to spend more time to analyze the requirement of good faith, various combinations of interest within the company as a whole, the views of the independent members, the ratification analysis and accordingly shifting away to the nature of the wrongdoing itself.
Whenever a restriction is imposed on the Fundamental Rights of a person, it has to go through the test of reasonability. For this purpose, the Indian Courts have always used the Doctrine of Proportionality.
The Act however did not sort all the problems either because, as Goff J put it in BP v. Hunt (1979) ( in relation to s.1(3)), its focus was upon the prevention of unjust enrichment and consequently it does not address itself to the recovery of reliance losses which don't result in a benefit to the other party, nor does it seek to apportion the losses between the parties.
[7] Cavendish Lawcards Series (2002) Company Law (3rd edn), p.15 [8] [1976] 3 All ER 462, CA. [9] Griffin, S. (1996) Company Law Fundamental Principles (2nd edn), p.19 [10] [1990] Ch 433. [11] Lecture notes [12] Lecture notes [13] [1939] 4 All ER 116.
The defendant is an Airlines Company that had 900 employees. The economic crisis followed with monetary crisis gave bad effects to the defendant. They should decrease the number of their airplanes form 9 to 2 airplanes. They also had to do the efficiency on their employees to 700. On the efficiency process, there was an agreement between the defendant and employees representation on October 30 1998. The agreement stated that they would bring Independent Public Accountant to analyze company financial condition. During the process, all side should work on their duty. The Defendant should pay employees’ wage. The agreement was not guarantee that didn’t mean the dispute process was over, but the negotiation still moved on. During the process, there was another agreement between the defendant and several employees. They agreed the finish the disputed process and the employees would get separation pay. Meanwhile, other employees, who were 153 people didn’t agree with that agreement. Because they didn’t agree each other, so the employees gave the case to the “Panitia Penyelesaian Perselisihan Perburuhan Pusat (P4P)”.
...le who are in similar scenarios as Mr. Macaura, to be aware of their legal rights within a company and what their insurable interest would be. To be aware of what being a sole shareholder of a corporation entails and what would happen legally if anything went wrong. This case is a good example of how the law sees corporations and those who own and manage it, as well as legally what needs to be decided even if it may come across as “not fair”. The law generally does not operate under what is “fair” but instead under what is justified. Its true that the law was not “fair” towards Mr. Macaura, and in the end he was the one who suffered, however legally the decision was just and right.
Derivatives, also known as futures contracts, are financial instruments whose value is derived from an underlying asset (Sivy, 2013). They are bets between two parties with the payoff based on a future value of the asset and can be derived from fluctuating things such as interest rates, stock indexes, mortgages, or even the weather (Rickards, 2012). Warren Buffet comments that, “we view derivatives as time bombs, both for the parties that deal in them and the economic system”. I agree with his statement because derivatives are complex and unstable. There is no telling when they could explode causing another financial crisis.