Law Case Summary
Hickman v Kent or Romney Marsh Sheep-Breeders’ Association [1915] 1 Ch 88 Case Summary
Outsider rights
The question of whether a person who is not a member of the company has rights to sue on the ‘statutory contract’ provide by what is now section 33 of the Companies Act 2006 was considered.
It was held that an outsider to whom rights are purportedly given by the company’s articles in his capacity as an outsider cannot sue in that capacity, whether he is also a member of the company or not.
Updated 19 March 2026
This case summary remains legally accurate. Hickman v Kent or Romney Marsh Sheep-Breeders’ Association [1915] 1 Ch 88 is still good law and the principle it establishes — that an outsider cannot enforce rights purportedly conferred by the articles in an outsider capacity — continues to be recognised in English company law. The reference to section 33 of the Companies Act 2006 as the current statutory provision is correct; section 33 replaced section 14 of the Companies Act 1985 and restates the statutory contract between the company and its members. No subsequent legislation or case law has overturned or materially qualified the principle described. Students should be aware that the scope and limits of section 33 remain a nuanced area, and the distinction between membership rights and outsider rights continues to be examined in cases and academic commentary, but the core rule stated in this summary is unaffected.
