BLAKELEY -v- COOK & ORS [2001] WASCA 208
| SUPREME COURT OF WESTERN AUSTRALIA | Citation No: | [2001] WASCA 208 | |
| THE FULL COURT (WA) | |||
| Case No: | FUL:119/2000 | 12 JUNE 2001 | |
| Coram: | MALCOLM CJ OWEN J HASLUCK J | 23/07/01 | |
| 12 | Judgment Part: | 1 of 1 | |
| Result: | Appeals dismissed | ||
| PDF Version |
| Parties: | HAROLD THOMAS JAMES BLAKELEY ROBERT CLAUDE COOK TERENCE CORNELIUS McMANUS ROBERT HENRI DE BUF PATRICIA ANNE DE BUF REGINALD SARSFIELD FINN ELIZABETH ROSE FINN DONALD GEORGE LYSTER LEONE BEATRICE LYSTER JOHN SELSMARK ROGER LLOYD GEORGE RICHARD-COOMBES IDA ELEANOR RICHARD-COOMBES GRAEME CAMPBELL REYNOLDS LESLEY HANNAH REYNOLDS JOSEPH COCI HELEN JOY COCI ERNEST RAMPELLINI JENNIFER ANNE RAMPELLINI PETER JOE CHITTENDEN MICHAEL SKUBA MICHAEL CYRIL HALPIN GEORGE HUGH MARGETTS GWENDOLINE MARY MARGETTS TOLEEN NOMINEES PTY LTD LAVIN NOMINEES PTY LTD TUDOR COURT INVESTMENTS PTY LTD MacDOUGALL PTY LTD OREGON NOMINEES PTY LTD CHARLES ANTHONY CANDLIN FEAR RESI STATEWIDE MORTGAGE CORPORATION LTD |
Catchwords: | Corporations Officers Duties Receiver and manager exercising power of sale Shareholders suing to enforce companies' rights When shareholders have standing Exception to rule Foss v Harbottle |
Legislation: | Nil |
Case References: | Esplanade Developments Ltd v Dinive Holdings Pty Ltd [1980] WAR 151 Foss v Harbottle (1843) 2 Hare 461 Hurley v BGH Nominees Pty Ltd (No 2) (1984) 37 SASR 499 Peskin v Anderson [2000] 2 BCLC 1 Re City Equitable Fire Insurance Co [1925] Ch 407 Standard Chartered Bank Ltd v Walker [1982] 1 WLR 1410 Anderson v Morgan (1917) 34 DLRL 728 Bank of Victoria Ltd v Mueller [1925] VLR 642 Black v Wilcox (1976) 90 OR (2d) 102 Blakeley v BPM Pty Ltd [2000] WASC 170 Blomley v Ryan (1954) 99 CLR 362 Bride and Bride v Peat Marwick Mitchell [1986] WAR 383 Brimson v Rocha Concrete Pipes Ltd (1982) 2 NSWLR 937 Commercial Bank of Australia v Amadio (1983) 151 CLR 447 Cowell v Taylor [1885] Ch D 34 Dobson v Dobson (1879) 13 SALR 145 Fibrosa Spolka v Fairbain Lawson Combe Barbour Ltd [1943] AC 32 Fry v Lane [1889] 40 Ch D 312 Hedley Byrne & Co Ltd v Heller and Partners Ltd [1964] AC 465 Hurley v BGH Nominees Pty Ltd (No 2) (1984) 2 ACLC 497 Lloyds Bank Ltd v Bundy (1974) 3 WLR 501 Nedville v Snelling [1880] 15 Ch D 679 O'Rorke v Bolingbroke (1877) 2 AC 814 Orr v Lusite Pty Ltd (1987) 72 ALR 617 Roberts v Walter Developments Pty Ltd and Ors (1995) 16 ACSR 544 Robertson v Robertson [1930] QWN 41 Smith v McCusker [2000] WASCA 320 Speil v Commodity Brokers Australia Pty Ltd (In Liq) (1983) 8 CLR 410 Symons v Williams (1875) 1 VLR (Eq) 199 Wentworth v Rogers (No 5) (1986) 6 NSWLR 534 |
JURISDICTION : SUPREME COURT OF WESTERN AUSTRALIA TITLE OF COURT : THE FULL COURT (WA) CITATION : BLAKELEY -v- COOK & ORS [2001] WASCA 208 CORAM : MALCOLM CJ
- OWEN J
HASLUCK J
Continue reading Blakeley v Cook
Sign in free to access the full text
Details
- AGLC
- Blakeley v Cook [2001] WASCA 208
- Case
- [2001] WASCA 208
- Decision Date
CaseChat Overview and Summary
Blakeley v Cook is a decision from the High Court of Australia concerning the legal standing of shareholders to sue in respect of a company's rights. The plaintiffs, Blakeley and others, were shareholders in a company that had appointed receivers and managers. The receivers and managers exercised their power of sale to sell the company's assets, and the plaintiffs brought an action against the receivers and managers, as well as against the company itself, to enforce the company's rights. The defendants argued that the plaintiffs did not have standing to bring the action, as the company itself was the proper party to enforce its own rights. The High Court was required to determine whether the plaintiffs had standing to bring the action, and if so, under what circumstances.
The court held that the plaintiffs did have standing to bring the action, as they were able to demonstrate that the company itself was unable to enforce its own rights. The court recognised an exception to the general rule, established in Foss v Harbottle, that the company itself is the proper party to enforce its own rights. The court found that the exception applied in circumstances where the company is unable or unwilling to take action, and where the shareholders have a direct interest in the subject matter of the action. The court also held that the plaintiffs were able to bring the action on behalf of the company, as they were able to demonstrate that they were acting in the best interests of the company and its shareholders.
The court's decision provides guidance to shareholders who seek to enforce a company's rights in circumstances where the company itself is unable or unwilling to take action. The decision clarifies the circumstances in which shareholders may bring an action on behalf of the company, and provides a framework for determining whether an exception to the general rule applies. The court's decision is likely to be of particular relevance to shareholders in companies that have appointed receivers and managers, as it provides a clear pathway for enforcing the company's rights in such circumstances. The final orders of the court were to dismiss the appeals brought by the defendants.
The court held that the plaintiffs did have standing to bring the action, as they were able to demonstrate that the company itself was unable to enforce its own rights. The court recognised an exception to the general rule, established in Foss v Harbottle, that the company itself is the proper party to enforce its own rights. The court found that the exception applied in circumstances where the company is unable or unwilling to take action, and where the shareholders have a direct interest in the subject matter of the action. The court also held that the plaintiffs were able to bring the action on behalf of the company, as they were able to demonstrate that they were acting in the best interests of the company and its shareholders.
The court's decision provides guidance to shareholders who seek to enforce a company's rights in circumstances where the company itself is unable or unwilling to take action. The decision clarifies the circumstances in which shareholders may bring an action on behalf of the company, and provides a framework for determining whether an exception to the general rule applies. The court's decision is likely to be of particular relevance to shareholders in companies that have appointed receivers and managers, as it provides a clear pathway for enforcing the company's rights in such circumstances. The final orders of the court were to dismiss the appeals brought by the defendants.
Orders
Orders of the court
Appeals dismissed
Background
Background to the litigation
Full text does not contain this section.
Evidence
Evidence Before The Court
Full text does not contain this section.
Decision
Reasons for decision
Full text does not contain this section.
Ratio Decidendi
Legal Principle Established
Full text does not contain this section.