You can read 17+ pages howard v patent ivory manufacturing co solution in Doc format. CORPORATE LIABILITY FOR ACTS OF PROMOTERS. 5Novation can also be inferred by the conduct of the parties such as where the terms of the original agreement are changed Re Patent Ivory Manufacturing Co Howard v Patent Ivory Manufacturing Co 1888. According to the articles of the Company the directors cannot borrow more than 1000 pounds without the consent of the companys annual general meeting. Read also ivory and howard v patent ivory manufacturing co 156 the directors were empowered to borrow up to 1000 and such further sums as the company in the general meeting might authorize without such consent they issued to themselves debentures for sums in excess of 1000.
Patent Ivory Manufacturing Co. 19sought to make a contrary reliance on the basis of the Indoor Management Rule.
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In Howard v Patent Ivory Manufacture Co 1888 38 Ch.

It transpired that the company had not been registered until the day a er the contract was concluded16 On the other hand the principle established in Re Patent Ivory Manufacturing Co Howard v Patent Ivory Manufacturing Co that a promoter can avoid personal liability if the company a er incorporation and the third party substitute the original pre-incorporation contract with a new contract. 14Similarly in Howard v. Pafent Zvoty Manufmtuving Co 1888 38 Ch D 156 and Biggerstgffv. Beyond that figure approval was needed. Patent Ivory Manufacturing Co 10. Patent Ivory Manufacturing Co 1888 38 Ch D 156 case the Court held that the directors could not defend the issue of debentures because being the directors they should have been the extent to which they were lending the money and for that amount the assent of the general meeting was necessary which was not obtained in this case.
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