Disclaimer: This work was produced by one of our expert legal writers, as a learning aid to help law students with their studies.

Any opinions, findings, conclusions, or recommendations expressed in this material are those of the authors and do not reflect the views of LawTeacher.net. Any information contained in this case summary does not constitute legal advice and should be treated as educational content only.

Shirlaw v Southern Foundries Ltd

264 words (2 pages) Case Summary

07 Mar 2018 Case Summary Reference this LawTeacher

Jurisdiction / Tag(s): UK Law

Legal Case Summary

Shirlaw v Southern Foundries (1926) Ltd [1939] 2 KB 206

Whether implied term of contract that director not be removed during fixed term

Facts

Shirlaw was appointed managing director of Southern Foundries (SF) for a fixed term of ten years. SF was taken over by another company who altered the pre-existing articles of association empowering two directors and a secretary to remove a director, irrespective of the terms of his contract. Shirlaw was sacked prior to the expiration of the fixed term, and he brought a claim to recover damages for breach of contract.

Issues

The company contended they were empowered to amend their articles of association under s10 Companies Act 1929. The new articles had been appropriately adopted, and the new procedures correctly followed. Given the statutory right to alter articles, it would be inappropriate for a court to interfere with the company’s right to do so. Shirlaw argued his employment contract was for a fixed term of 10 years, and the articles could not amend that contract. He argued there was an implied term of the contract that the company would not amend its articles in a way which would be detrimental to him.

Decision / Outcome

Shirlaw successfully recovered damages for breach of contract. It was an implied term of his employment contract that he would not be removed from his role during the fixed ten year period. The company could not be prevented from altering its articles of association, but it may be liable in damages if it amends the articles so as to prejudice a contract validly made prior to the amendments.

LawTeacher

LawTeacher

LawTeacher.net is the UK’s leading provider of academic legal support, offering both writing services and an extensive collection of law study resources for students in the UK and overseas.

Founded in 2003 by Grey’s Inn graduate Barclay Littlewood, the Company was built on a commitment to excellence, with unique guarantees and a high standard of service from day one.

The team includes over 500 UK legally qualified writing experts, with many practising solicitors and barristers, and several former lecturers.

Areas of Legal Expertise

Contract Law Criminal Law Constitutional and Administrative Law EU Law Tort Law Property Law Equity and Trusts Jurisprudence Company Law Commercial Law Family Law Human Rights Law Employment Law Evidence Public International Law Legal Research and Methods Dispute Resolution Business Law and Practice Civil Litigation Criminal Litigation Professional Conduct Taxation Wills and Administration of Estates Solicitors’ Accounts

Cite This Work

To export a reference to this article please select a referencing stye below:

Reference Copied to Clipboard.
Reference Copied to Clipboard.
Reference Copied to Clipboard.
Reference Copied to Clipboard.
Reference Copied to Clipboard.
Reference Copied to Clipboard.
Reference Copied to Clipboard.

Related Services

View all

Related Content

Jurisdictions / Tags

Content relating to: “UK Law”

UK law covers the laws and legislation of England, Wales, Northern Ireland and Scotland. Essays, case summaries, problem questions and dissertations here are relevant to law students from the United Kingdom and Great Britain, as well as students wishing to learn more about the UK legal system from overseas.

Related Articles

Prices from

£ 99

Estimated costs for: Undergraduate 2:2 • 1000 words • 7 day delivery

Place an order

Delivered on-time or your money back

Reviews.co.uk Logo (292 Reviews)

Rated 4.2 / 5

Give yourself the academic edge today

Each order includes

  • On-time delivery or your money back
  • A fully qualified writer in your subject
  • In-depth proofreading by our Quality Control Team
  • 100% confidentiality, the work is never re-sold or published
  • Standard 7-day amendment period
  • A paper written to the standard ordered
  • A detailed plagiarism report
  • A comprehensive quality report