Foster v Foster [1916] 1 Ch 532
Judgement for the case Foster v Foster
Table Of Contents
Board of directors had power to appoint a managing director. However article of company provided that directors were disqualified from voting on any contract in which they had an interest.
Were three directors. Two of them wished to be MD; however each was barred by articles from voting on their own appointment, and each was opposed by their competitor; thus no effective majority of board’s votes could be obtained to appoint anyone MD.
General meeting purported to appoint one of the two as MD; competitor challenged decision of general meeting.
Held
Appointment was valid.
-
Here, was not possible for decision to be made at all by board
I.e. as no effective majority could be obtained to pass valid decision.
Thus rule in Baron v Potter applies to allow shareholders to make decision.
RELATED CASES
For Further Study on Foster v Foster
Company law notes fully updated for recent exams in the UK. These notes...
Need instant answers? Our AI exam tutor is here to help.
Ask questions 🙋 Get answers 📔 It's simple 👁️👄👁️
Our AI is educated by the highest scoring students across all subjects and schools. Join hundreds of your peers today.
Get StartedSimilar Cases
Related Product Samples
These product samples contain the same concepts we cover in this case.
| Company law | Corporate Governance Notes (18 pages) |
| Company law | Division Of Power Notes (10 pages) |
| Company law | Power Within A Company Notes (12 pages) |
Company law notes fully updated for recent exams in the UK. These notes...
Since 2010, Oxbridge Notes has been a trusted education marketplace, supplying high-quality materials from top achievers at universities like Oxford, Cambridge, LSE, Harvard, and Yale.