466 Indexauthority of agents
actual authority 161, 162–3, 164 – 5,
166, 167
apparent authority 161–2, 162– 3,
166
by operation of law 165 – 6
consequences of types of authority
162 –3
no authority 166
Watteau vFenwick authority
164 – 5, 166, 167, 168
automatically unfair dismissal 370 –1balance sheets 316
banks
loans from 419
tainted with undue influence 132
barristers 15, 31, 32
battery 256
benefits from third parties, duty not to
accept 300
bilateral contracts
acceptance of 43
discharge by performance 138
offer of 39
Bills of Sale Act (1878) 420
binding part of a case, and judicial
precedent 12–15
board of directors 296, 319
breach of confidence 435
breach of contract 72
anticipatory breach 146 –7, 152–3
conditions 75, 78 –9, 93, 95
and credit transactions 427
discharge by 146 –7
lost or damaged goods 183
and misrepresentation 123
remedies for 150 –7
buyers of goods 200 –1
damages 150 – 4, 155
injunctions 156
rectification 157
specific performance 154 – 6
suing for the contract price 154
time limits on 157
unfair dismissal 366 –72
warranties 75, 79, 204
wrongful dismissal 366, 372– 5
breach of duty by company directors
civil consequences of 301
relief from 302
breach of duty of care, and liability for
negligence 229 –32
breach of fiduciary duties, remedies
for 173
breach of statutory duty 268bribes
Bribery Act (2010) 415 –17
duty of agency 172
Building Regulations 397– 8
burden of proof in misrepresentation
120
business contexts, agreements made in
52
business liability, and the Unfair
Contract Terms Act (1977) 100
business property 429 –35
breach of confidence 435
copyright 430 –2
patents 423 – 4
trade marks 434
business sales, quality and fitness in,
implied terms of contract 77,
81– 6, 89, 90, 91
buyers of goods
duties 195, 200
goods sold on by 212–13
remedies 200 – 4
sale by buyer in possession 217, 218
by-pass provision, Consumer
Protection from Unfair Trading
Regulations (2008) 410 –11called-up share capital 304
cancellation of contracts, legislation
giving right of 147–9
care and skill
duty of agent to show appropriate
171
reasonable, implied terms of
contract 91– 2
carers, flexible working for 362–3
cases 6
causation in negligence liability,
breach of duty of care 232– 4
certainty of agreement 46 –7
certificates of incorporation 283 – 4,
291
change of circumstances, and
misrepresentations 116
children, occupiers’ liability to 239 – 40
circuit judges 15, 33 – 4, 438
civil law 15
and criminal law 26 – 8
judges in civil cases 33
Civil Liability (Contribution) Act
(1978) 267
Civil Mediation Council 449
civil partnerships, and discrimination
in employment 381, 383
civil procedure for dispute resolution
441–50Codes of Practice, and arbitration
447– 8
commercial contexts, agreements
made in 52
common law 29
and directors’ duties 298
and equity 28
health and safety 393 – 4
illegal contracts 132–3
memo datrule 213, 215, 218
protecting company directors from
liability 301–2
time limits for tort remedies 268
common mistake 123 – 6
companies 272–328
accounting records 316
administration 324 –5
annual accounts 316 –17
annual returns 315 –16
auditors 317–18, 319
characteristics of 273 – 9
contractual capacity 276
corporate veil 277–9
criminal liability 276 –7
limited liability 275 – 6
perpetual succession 276
property ownership 276
separate legal entity 273 –5
choice of legal status 348 –53
classification of 279 – 81
company secretary 314, 319
constitution of 285 – 8
legal effect of 286 – 8
off the shelf companies 288
contracts made before the company
is formed 288 – 9
control of 304 – 9
meetings 305 –7, 308
resolutions 307–9
types of shares 304–5
and LLPs 348
loans to 319 –21
management and control of
294 – 304
appointment and removal of
directors 294 – 5
names 289 –91
private 273, 279 – 80
publicity 352
registers 315
registration of
old-style 284
under the Companies Act (2006)
281– 4
size of 281
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