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Taming the Unfair Prejudice Remedy: Sections 459–461 of the Companies Act 1985 in the House of Lords

Published online by Cambridge University Press:  01 November 1999

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The shape of the unfair prejudice remedy—sections 459–461 of the Companies Act 1985—owes much to the influence of Lord Hoffmann, for throughout his judicial career he has played a leading role in the remedy's development (see, e.g., Re a Company [1986] B.C.L.C. 376 and Re Saul D. Harrison & Sons plc [1995] 1 B.C.L.C. 14 (C.A.)). In Re a Company (No. 00709 of 1992) [1999] 1 W.L.R. 1092 (O' Neill v. Phillips), the House of Lords considered sections 459–461 for the first time. In a strong, wide-ranging judgment, Lord Hoffmann delivered the opinion of the House. By reasserting the remedy's contractual focus, he sought to bring greater certainty to its operation; in so doing, he signals a restriction in the remedy's ambit.

Case and Comment
Copyright © The Cambridge Law Journal and Contributors, 1999

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