Here are flashcards (in text format) for the cases mentioned in your PDF, designed for easy studying:

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✅ Flashcard Set: Key Cases & Legal Principles

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Flashcard 1

Case: Salomon v Salomon & Co Ltd (1897)

Topic: Separate Legal Entity (Companies Act 2016)

Facts: Mr. Salomon sold his business to his own company. Later, the company went bankrupt.

Court Held: Company has a separate legal personality from its members; Mr. Salomon not personally liable for company debts.

Principle: Establishes the doctrine of separate legal entity.

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Flashcard 2

Case: Foss v Harbottle (1843)

Topic: Separate Legal Entity

Facts: Shareholders sued directors for misuse of company property.

Court Held: Only the company itself, not shareholders, can sue for wrongs done to the company.

Principle: Proper plaintiff rule — company must sue for its own losses.

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Flashcard 3

Case: Macaura v Northern Assurance Co Ltd (1925)

Topic: Ownership of Company Property

Facts: Macaura insured timber under his name after selling it to his company.

Court Held: He had no insurable interest after sale; company owns its own property.

Principle: Shareholders have no legal interest in company assets.

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Flashcard 4

Case: Lee v Lee’s Air Farming Ltd (1961)

Topic: Contractual Capacity

Facts: Sole owner/director employed as pilot in his company, died in accident.

Court Held: He was an employee; company is separate from its members.

Principle: One can be both director and employee of the same company.

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Flashcard 5

Case: Kelner v Baxter

Topic: Agency by Ratification

Facts: Agent signed contract for a company that didn’t exist yet.

Court Held: Company cannot ratify pre-incorporation contracts; agent liable.

Principle: Ratification only valid if principal existed at contract time.

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Flashcard 6

Case: Keighley Maxted & Co v Durant (1901)

Topic: Agency by Ratification

Facts: Agent bought goods exceeding authority; principal tried to ratify.

Court Held: Ratification failed; agent didn’t disclose agency during contract.

Principle: Agent must act as agent at time of contract for valid ratification.

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Flashcard 7

Case: S.R.M. Meyappa Chettiar v Lim Lian Koo

Topic: Agency by Ratification

Facts: Agent acted personally, not on behalf of principal.

Court Held: No ratification possible; agent must act explicitly for principal.

Principle: Personal capacity actions can't be ratified as agency acts.

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Flashcard 8

Case: Great Northern Railway Co v Swaffield

Topic: Agency by Necessity

Facts: Railway fed horses not collected by owner.

Court Held: Railway acted as agent by necessity; could recover costs.

Principle: Agency by necessity arises in emergencies to protect interests.

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Flashcard 9

Case: Freeman & Lockyer v Buckhurst Park Properties Ltd (1963)

Topic: Agency by Estoppel

Facts: Company allowed person to act as managing director without formal authority.

Court Held: Company was bound by his contracts.

Principle: Principal is bound if it creates the appearance of authority.

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Flashcard 10

Case: Sri Shan Realty Sdn Bhd v Yeoh & Wu Construction Sdn Bhd (1992)

Topic: Agency by Estoppel

Facts: Company allowed unauthorized agent to act on its behalf.

Court Held: Company bound by the agent's acts due to its conduct.

Principle: Company cannot deny agency where it allowed appearance of authority.

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Flashcard 11

Case: Turpin v Bilton

Topic: Agent’s Duty

Facts: Agent failed to insure ship, resulting in loss.

Court Held: Agent liable for failing lawful instructions.

Principle: Agent must obey lawful instructions or face liability.

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Flashcard 12

Case: Bostock v Jardine

Topic: Agent’s Duty

Facts: Similar duty of care by agent.

Court Held: Reinforced need for agents to act with care and diligence.

Principle: Agent liable for negligent actions.

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Flashcard 13

Case: Cohen v Kittel

Topic: Agent’s Duty

Facts: Agent refused to follow illegal instructions.

Court Held: Agents are not required to follow unlawful instructions.

Principle: No duty to obey unlawful orders.

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Flashcard 14

Case: Chan Yin Tee v William Jacks & Co. (Malaya) Ltd

Topic: Implied Agency

Facts: Partner held himself out as having authority; firm held liable.

Court Held: Firm liable; agency relationship implied.

Principle: Holding out creates implied agency liability.

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Flashcard 15

Case: Mahesan v Malaysian Government Officers Cooperative Housing Society Ltd (1978)

Topic: Secret Profit

Facts: Agent took bribe during contract; principal sued.

Court Held: Principal could recover bribe or loss.

Principle: Agents must not make secret profits; must repay them.

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Flashcard 16

Case: Tan Kiong Hwa v Andrew S.H. Chong

Topic: Secret Profit

Facts: Agent received secret commission from sale.

Court Held: Principal entitled to recover profit.

Principle: Secret profits must be returned to principal.

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Flashcard 17

Case: Osman b. Haji Mohamed Usop v Chang Kang Swi (1924)

Topic: Partnership Liability

Facts: Loan taken by some partners; entire firm held liable.

Court Held: Firm jointly liable for business debts.

Principle: Partners jointly liable for debts within business scope.

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Flashcard 18

Case: Chung Shin Kian & Anor v Pendakwaraya (1980)

Topic: Criminal Liability in Partnership

Facts: One partner committed offense; another partner was not involved.

Court Held: Non-involved partner not liable.

Principle: No automatic criminal liability for partners.

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Flashcard 19

Case: Chan King Yue v Lee & Wong (1962)

Topic: Partnership Liability

Facts: Loan secured by firm; court held all partners liable.

Court Held: Loan within business scope binds firm.

Principle: Partnerships are bound by acts within ordinary business scope.

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Flashcard 20

Case: Hock Hin Chan v Ng Kee Woo (1966)

Topic: Partnership Authority

Facts: Bill of sale executed by partner; court held it binding.

Court Held: Act within authority binds firm.

Principle: Partner’s acts within authority bind partnership.

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Flashcard 21

Case: Lim Kar Bee v Duofortis Properties (M) Sdn Bhd (1992)

Topic: Lifting Corporate Veil (Fraud/Improper Purpose)

Facts: Company used to avoid obligations; court lifted veil.

Court Held: Veil can be lifted to prevent fraud.

Principle: Corporate veil can be pierced to prevent abuse.

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Flashcard 22

Case: Re Bugle Press Ltd (1960)

Topic: Lifting Corporate Veil (Minority Oppression)

Facts: Company used to force minority out; court lifted veil.

Court Held: Sham companies can be disregarded.

Principle: Courts may ignore companies formed to oppress minority.

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Flashcard 23

Case: Jones v Lipman (1962)

Topic: Lifting Corporate Veil (Contract Avoidance)

Facts: Defendant formed company to avoid selling property; court enforced contract.

Court Held: Company was a sham; contract enforced.

Principle: Veil lifted to prevent contract evasion.

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Flashcard 24

Case: Gilford Motor Co v Horne (1933)

Topic: Lifting Corporate Veil (Contract Breach)

Facts: Ex-employee used company to breach non-compete clause.

Court Held: Court restrained him; veil lifted.

Principle: Corporate veil can be lifted to prevent contractual breaches.

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Flashcard 25

Case: DHN Food Distributors Ltd v Tower Hamlets (1976)

Topic: Lifting Veil (Group Companies)

Facts: Parent and subsidiary treated as one for compensation.

Court Held: Single economic unit approach applied.

Principle: Group companies may be treated as one.

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Flashcard 26

Case: Hotel Jaya Puri Bhd v Hotel, Bar & Restaurant Workers Union (1980)

Topic: Lifting Veil (Group Companies)

Facts: Parent liable for subsidiary’s employees.

Court Held: Treated as single enterprise.

Principle: Group companies may be jointly liable for labor claims.

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Flashcard 27

Case: Daimler Co v Continental Tyre & Rubber Co (1916)

Topic: Lifting Veil (Enemy Character)

Facts: Company owned by enemy aliens during war; court lifted veil.

Court Held: Treated as enemy company; veil pierced.

Principle: Courts may pierce veil for national security or public policy.

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Ea

ch flashcard contains:

→ Case name

→ Legal topic

→ Summary of facts

→ Court’s decision

→ Key legal principle

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