Foss v Harbottle

E628501

Foss v Harbottle is an 1843 English company law case that established the rule that only a company itself, rather than individual shareholders, can sue for wrongs done to the company, subject to limited exceptions.

All labels observed (1)

Label Occurrences
Foss v Harbottle canonical 1

How this entity was disambiguated

Statements (47)

Predicate Object
instanceOf English company law case ⓘ
leading case ⓘ
precedent ⓘ
appliesTo companies incorporated under statute ⓘ
companies limited by shares ⓘ
concernsEntityType joint stock company ⓘ
concernsIssue improper acquisition of company land ⓘ
misapplication of company property ⓘ
establishedRule courts will not interfere with internal management of a company at the instance of minority shareholders ⓘ
individual shareholders generally cannot sue for wrongs done to the company ⓘ
only the company can sue for wrongs done to the company ⓘ
followedIn other common law jurisdictions ⓘ
formsBasisFor statutory derivative claim provisions in modern company law ⓘ
hasAreaOfLaw company law ⓘ
corporate law ⓘ
hasCitation (1843) 2 Hare 461 ⓘ
67 ER 189 ⓘ
hasCountry United Kingdom ⓘ
hasCourt Court of Chancery ⓘ
hasDecisionYear 1843 ⓘ
hasDefendant Harbottle ⓘ
other directors of the company ⓘ
hasDoctrineName rule in Foss v Harbottle ⓘ
hasExceptionType acts requiring a special majority not properly obtained ⓘ
acts ultra vires the company ⓘ
derivative action ⓘ
fraud on the minority ⓘ
invasion of personal rights of shareholders ⓘ
where wrongdoers are in control of the company ⓘ
hasImpact reinforced majority control in corporate decision-making ⓘ
restricted minority shareholder litigation ⓘ
hasJudge Wigram V-C ⓘ
hasJurisdiction England and Wales ⓘ
hasLegalPrinciple internal management rule ⓘ
majority rule principle ⓘ
proper plaintiff rule ⓘ
hasPlaintiff Edward Starkie Turton ⓘ
Richard Foss ⓘ
held minority shareholders could not sue in their own names for a wrong done to the company ⓘ
the company was the proper plaintiff to sue for the alleged wrongs ⓘ
influenced development of derivative actions in common law jurisdictions ⓘ
isKeyCaseFor corporate personality doctrine ⓘ
shareholder remedies ⓘ
isTaughtIn company law courses ⓘ
relatesToConcept majority rule in companies ⓘ
minority shareholder protection ⓘ
separate legal personality of the company ⓘ

How these facts were elicited

Referenced by (1)

Full triples — surface form annotated when it differs from this entity's canonical label.

Court of Chancery → notableCase → Foss v Harbottle ⓘ