Corporate groups or controlling shareholders

Introduction In ordain to give moderatelers of oppidan assemblys or persuasive portion-outholders specially responsible for the debts of the assemblage, the inquires are empowered to hoist the cbalance of detachment. However, this is thoroughgoing and has to be resorted to simply beneathneathneath ultimate condition. As the existent condition law explicitly indicates, such a road of exertion is not resorted to as a subspecimen of road. Instances, wherein such activity had been directed opposite lazy portion-outholders of exoteric companies, keep not end to not-difficult. In the deep, condition law had dealt delay instances of designed contrivelessness of fixedtys. The parliament of the United Kingdom hinders occupied any idiosyncratic who premeditatedly passs assemblage office, delay the view of defrauding lenders, if that assemblage is agree down[1]. The message hoisting the cbalance of detachment or hoisting the oppidan cbalance is used to connect to the exercitation of viewing the penny character of a assemblage, following to by its plain existence in law, beneathneathneath indubitable condition. The constituents of a assemblage and its ingredients are not speaked dissimilar, according to this article. The main divideing ingredient of a assemblage is that it is speaked as a unconnected juridical existence that is not simply plain from but besides refractory of its constituents. This odious gear of a assemblage, bestows a estimate of advantages on a assemblage. Although, a assemblage is reputed to be plain from its ingredients, the fixedty dross that it is an familiarity of idiosyncratics, who not simply own the perfect gear of the assemblage, but besides relish all the profits that follow from its retail activities. The commodities of existence reflected a unconnected existence beneathneathneath law has the commodities of by these penny beneficiaries of the assemblage, succeeding its structure and juridical existence condition delivery. In the usual road of circumstances, this condition of a unconnected juridical existence, relished by a assemblage is acceded to. In fixedty, this article of oppidan idiosyncraticality of a assemblage contrives the deduce of the law of fortification. Nevertheless, such the profits attendant from the relishment of a condition of a unconnected juridical existence cannot be utilized for qualified office points[2]. In the road of settling questions, the inquires are at spaces, compelled to detail the idexistence of the idiosyncratics who truly moderate a assemblage. Such instances, exude when the juridical existence of the assemblage is speaked for perpetrating acts of a descendacious character, indulging in irapplicable behaviour or assignting acts that detriment exoteric project[3]. In all such instances, the inquires hoist the cbalance of detachment. Such a estimate by the judiciary descends delayin its choice and is contingent on the economic, intellectual and gregarious conclusions that pertain to the assemblage. As such the inquires pass and disperse the cbalance of detachment, whenever, the non-appearance is utilized by a assemblage to disguise its malafide acts[4]. Upon detachment a assemblage befits a unconnected existence. It acquires the oppidan idiosyncraticality by donning the oppidan cover. A assemblage is a unconnected existence from the portion-outholders who had contriveed it. The law reflects an incorporated assemblage as an refractory existence. However it is an concocted idiosyncratic and following the oppidan cover, there are the portion-outholders of the assemblage. Similarly, the proceeds of the assemblage are not the proceeds of portion-outholders and its debts are not those of its portion-outholders[5]. Salomon v Salomon & Co[6]: Statement of Authority The source of oppidan cbalance was customary in Salomon v Salomon & Co. That condition had passd that a assemblage has a uncommon selfsameness, which is divergent from its leaders and portion-outholders. The inquire held that the acts of the assemblage in its oppidan role were not those of its portion-outholders. Its liabilities were divergent from the liabilities of its portion-outholders, although they held the portion-outs of the assemblage[7].             Salomon had been a uncompounded commercer in the boot and leather office. He had contriveed a poor assemblage, delay his origin ingredients as portion-outholders. Subsequently, he had sold his antecedent office at an estimated consume of £40,000, which was an balance species of the proceeds, by closely £8000. In the new assemblage, his helpmate, daughter and disgusting sons held one portion-out each; and Salomon held the fostering portion-outs of the assemblage. This assemblage bought the old office of Salomon and conclusiond portion-outs and debentures for £10,000 and the office was sold on a discurrent impute of proceeds. Eventually the assemblage was pain up. At the space of declaring appropriation, the assemblage’s liabilities had interposed debenture, which had exceeded the consume of its proceeds by £7,700[8].       The lenders of the old assemblage suitableed that twain Salomon and the assemblage were one and selfsame. They contended that the debenture held by Salomon were to be reputed as inoperative and insufficiencying. They advance argued that Salomon could not be his own lender. One of the lenders Broderip had abandoned hypothecation to Salomon who had conclusiond some debenture as pledge for that hypothecation. Subsequently, Salomon replaced his old debentures delay new ones. Salomon failed to pay attention on the debentures, delay the upshot that Broderip inaugurated juridical exertion opposite the assemblage. At that juncture, the assemblage had been liquidated, in ordain to escape payments to other lenders. Acceptance of Broderip’s suitable would keep precluded the other lenders from receiving any whole from the assemblage towards their dues from it. The liquidator of the assemblage had insisted that Salomon should repay the lenders, owing the proceeds of the assemblage had been joyed, and owing contriveing a new assemblage would sanction equivocation of the allot to pay tail the whole due to its lenders. Hence the liquidator austere down the dissipation compact on the axioms of an premeditated abstraction by Salomon. The tribulation inquire concurred delay the deduceing of the lenders that Salomon and his assemblage was one and the selfsame. They besides opined that as such he could not beend a lender to the assemblage and that his debenture should not keep any commodities. The condition was connectred to the House of Lords, which held that his debentures were to be reputed to be weighty, although there was the involvement of an atom of abstraction. Their Lordships opined that the assemblage had been contriveed justly, delay the result that it had beend a unconnected juridical existence in the eyes of law. The assemblage was held to be quite refractory of Salomon[9]. The condition of Salomon had advance customary the juridical appearance of origin companies in which the foregoingity of portion-outs were moderateled by one idiosyncratic. It besides passd the availability of detachment for trivial as well-mannered-mannered as liberal companies. Thus oppidan idiosyncraticality tends to word jurisdiction not simply to the inferable whole of the assemblage, but to console the imperils resolute to debentures. Although the governing in this condition was controversial, it obeyd to divide a poor assemblage from its portion-outholders and leaders. This customary the oppidan existence of an incorporated assemblage[10]. Lifting the Cbalance defined Piercing the oppidan cbalance is a arrangement adopted by the inquires, whereby they inadvertence the oppidan idiosyncraticality, delay the artifice of determining the idexistence of the idiosyncratics hiding following the oppidan cover, who had groveld in activities that had improbable the fortification. The inquires penetrate the oppidan cover, confirm the offender and lay jurisdiction on that idiosyncratic. Thrilling the oppidan cbalance of a assemblage implies that the inquires had ignored the oppidan idexistence of the assemblage and signed the extrinsic idiosyncratic who had acted from following the oppidan cover. The proinducement viewive in hoisting the oppidan cbalance is to frustrate the prostitution of the oppidan idiosyncraticality by its leaders or portion-outholders. By thrilling the oppidan cbalance the inquires imperil the penny character of a assemblage[11].             The inquire in Salomon condition had customary that an incorporated assemblage attains a juridical idiosyncraticality that is plain from that of its ingredients. However, the inquires do not direct this source to incorporated companies all the space. Underneath indubitable condition, inquires would penetrate this oppidan cover. The Companies Act 1985 specifies the situations, in which the inquires can hoist the cbalance of detachment. Examples of Statutory Lifting of the Oppidan Veil 1.     During a National Emergency The inquires adviser companies during warspace to detail whether any prostitution of the oppidan idiosyncraticality had exuded. Accordingly, inquires may hoist the oppidan cover, in ordain to detail the penny comappearance of a assemblage. National emergencies, enjoy economic crises, support the insinuation of the inquires. Underneath such condition, the inquires pass and hoist the cbalance of detachment of the assemblage.[12] Daimler v Continental Tyre and Rubber Co[13] This was what had happened in Daimler v Continental Tyre and Rubber Co. In that condition the inquire had hoisted the oppidan cover, during the World War I. It had produced this in ordain to detail the polity of the assemblage and to fix whether it belonged to the antagonist assemblage, owing the portion-outholders of that assemblage were German nationals. Subsequently, succeeding hoisting the cbalance of detachment, the inquire successfully customary the fixedty that the assemblage belonged to the antagonist.[14] 2.     In Cases of Fallacious Abuse of a Company The inquires conciliate likeness the lowest regret to penetrate the oppidan cover, if any descendacious atom is detected following the oppidan dress. The inquires do not sanction reroad to the source customary in Salomon, to exalt descendacious activities. Such conditions can be connectred to as descendacious conditions.[15] Gilford Motor Assemblage Ltd v. Horne [1933][16] In Gilford Motor Assemblage Ltd v. Horne, the prisoner, Horne left the accuser assemblage to pass his own office. At the space of his leaving the accuser assemblage he had agreed to a restraining concord, which odious the prisoner from soliciting customers of his precedent assemblage. Later on, he set up a assemblage that was commerce in the selfselfcorresponding stamp of office. The prisoner argued that he was fimperil by the concord, gone the assemblage was a unconnected idiosyncratic. The Inquire of Appeal held that the prisoner had contriveed the assemblage as a project to mislead his artifices. This customary that the earliest viewive of contriveing the assemblage was to assign a abstraction. The Inquire ruled that the assemblage was a facade to disguise his descendacious activities.[17]             Jones v. Lipman [1962][18] In Jones v. Lipman, there was a agree natant the prisoner and the accuser delay view to the sale of plant. Subsequently, the prisoner progressive his memory and did not insufficiency to finished the sale. The prisoner customary a assemblage and communicated the gear to the assemblage in ordain to awanting the action. Lipman then suitableed that he was not the proprietor of the plant and accordingly he could not finished the agree. The umpire held that the assemblage contriveed by the prisoner obeyd as a mislead for him and that the prisoner had attempted to awanting acknowledgment by law. Accordingly, the umpire granted an ordain of odious act.[19]             Inferences from 1 and 2             These conditions obeyd to pass that inquires do not sanction the use of the oppidan cbalance as a façade, following which descendacious activities are carried out. The inquires censure any relevance natant such idiosyncratics and the assemblage. There could be sundry deduces for the inquires to hoist the oppidan cbalance of the assemblage and to confirm the descendacious atoms in the assemblage. However, in the insufficiency of a open and explicit project or source, such thrilling of the oppidan cbalance upshots in vicissitude, resisting the fixedty that the viewive of the inquires is to immure the descendacious use of the oppidan cover.             The adjudication of the Inquire of Appeal in Adams v Cape Industries plc[20] and Jones v Lipman[21] are instrumental in specifying the inquire’s specimen in hoisting the oppidan cover, in situations where the prisoner had used the oppidan idiosyncraticality for equivocation. These are primitive, when the prisoner attempts to escape the wordations layd on his pass and secondly, in the circumstance that third alloties procure a suitable of alleviation opposite the prisoner. The inquires do not hoist the oppidan cbalance for forthcoming points. However, using oppidan idiosyncraticality to console forthcoming liabilities is sanctionted[22].             The inquires detail the plane of descendacy in any detail condition. In Hilton v Plustile Ltd[23], twain the accuser and the prisoner had agreed to use the oppidan idiosyncraticality of the assemblage in an compact encircling to tenancy, in ordain to diplomatize conditions of the Rent Act 1977. The Inquire of Appeal held that the accuser had been sensible of the conclusion, at all spaces, and was accordingly, precluded from invoking a thrilling of the oppidan cover[24].             The discourse in Adams condition clarifies the commodities of descendacy on third alloties. The conclusion was whether the oppidan idiosyncraticality of a assemblage could be used to conjure a thrilling of the oppidan cbalance and whether this was justified. The inquire held that it should be primitive customary that the assemblage had been used as mislead to disguise the fixedtys. Therefore, it was proinducement to detail, whether the inducement to assign abstraction had been in existence. If the prisoner unusual the accuser’s juridical suitables, then the abstraction separation would end into security. Advance if there was no juridical suitable on the allot of the accuser, then the prisoner’s artifice to trick the accuser could beend empirical and would not keep any forthcoming results. As such the abstraction separation had to be fulfilled, in ordain to speak the oppidan contrive to escape the juridical suitable[25]. Brief balanceview of Adams v Cape Industries[26] The conclusion in this condition was that the pursuit assemblage had to be sanctionted, on the deduce of the oppidan contrive, to awanting the imperil of unrelated liabilities for the assembly’s asbestos commerce in the USA. The deduceing sought to qualify the pursuit assemblage to be in a appearance to rale the affairs of the assembly. However, this deduceing closinged deduce. The inquires hoisted the cbalance of detachment, owing the assemblage’s oppidan contrive had been speaked in such a way that the jurisdiction for the deeds of the assembly level on the helpful instead of the pursuit assemblage. This was neither rectify nor applicable. Further, a unique economic part bounteous its office through a assembly of companies would above the commerce harmony in complying delay the juridical conditions encircling to industries.             The Inquire of Appeal held that if the oppidan contrive was used for the point of evading the juridical jurisdiction, delay deference to forthcoming activities of the assembly, then the jurisdiction would descend on some other ingredient of the assembly but not on the prisoner assemblage. Underneath the conditions of the law, the accuser could not fetch encircling a hoisting of the oppidan cbalance opposite the prisoner assemblage, owing the prisoner assemblage was besides a ingredient of that assembly[27]. Thus, the Inquire dismissed the deduceing. The deduceing had aimed at hoisting the cbalance of detachment of the oppidan assembly, gone it had operated as a unique economic part.[28]             In ordain to hoist the oppidan cover, the Inquire of Appeal held that it had to speak the Cape assembly, as a unique economic existence, speak the subsidiaries as a unadulterated façade or reflect them to be constituencys of the Cape assembly. The inquire argued that the activities of the constituency may be bulky in other concordant conditions. In those conditions, the existence of an artifice to trick the accuser had been offer. Moreover, the Inquire held that there was no such artifice in Adams condition. This made it compulsory to detail, whether the inducement for descendacy was proinducement for passing descendacious immunity. In abstracted, the other inferable ingredient to be scientific was viewing the character of the juridical suitable that was not serviceable to the accuser.[29] The appearance foregoing to Adams v Cape Industries The appearance antecedent to Adams in passing a assembly of companies as a unique economic part was unopen and indistinct. In this composition, there were a estimate of concordant conditions, in which the pursuit assemblage had raled its subsidiaries, well-balanced though the source of unique economic existence had been customary. Moreover, the pursuit assemblage had exerted speaking moderate on the oppidan policies of helpful companies.[30] Holdsworth v. Caddies[31] The litigant assemblage had speaked the respondent as its managing leader. The House of Lords opined that the litigant assemblage could vindication the respondent to obey in the precedent’s helpful assemblage. This adjudication was customary on the fixedty that the helpful assemblage was a ingredient of the pursuit assemblage.[32] Scottish Co-op v. Meyer[33] In this condition their Lordships held that the homogeneity natant a assembly of companies was to be reflected as a unique juridical existence. Thus, the helpful’s cbalance of detachment was to be penetrated.[34] DHN Food Distributors Ltd v. Tower Hamlets[35] In this condition the pursuit assemblage DHN, was passing office from the ground of Bronze Ltd, which was its helpful. A ecstasy office, uncompoundedly for DHN was passed by the fostering assemblage in the assembly. The Borough Council of Tower Hamlets conclusiond a dissipation ordain on the plant from which the office was existence passed. The Inquire held that Bronze Ltd was to be consoled and that abstractedal damages for mobility had to be compensated for the mobility so caused. The Council contended that the non-appearance damages was useless, as the office was not passed refractoryly from those ground. The inquire opined that the three companies were to be reflected as a unique juridical existence.[36] The appearance succeeding Adams v Cape Industries The adjudication in Adams v Cape has made it very open that the inquires are unwilling to penetrate the oppidan cover, unadulteratedly, owing a assemblage has the space to feel the oppidan policies of another assemblage. In situations where a pursuit assemblage moderates the project of its helpful, there should be a fascia viewing the detachment of the non-appearance. As such the inquires are unwilling to any non-appearance from the sources customary in Salomon condition.[37] Woolfson v Strathclyde RC[38] With Woolfson, it became mandatory to pass a fascia. In this condition their Lordships did not penetrate the oppidan cover, resisting concordantities delay the DHN Food condition. As such the House of Lords did not reflect the Appellate Court’s adjudication to penetrate the oppidan cbalance to be sound.[39] Unenjoy the Adams condition, wherein there had been a pursuit assemblage helpful assemblage homogeneity; the Woolfson condition alien the moderate balance a assembly of companies by an special. A idiosyncratic designated Woolfson owned 99.9 per cent of the portion-outs in the Campbell Ltd. A lady held one portion-out, period Woolfson held 999 portion-outs in Campbell Ltd. Along delay her consort and Woolfson, the three of them associated. However, there was no unique persuasive pattern. This unique portion-out owned by the suitableant’s helpmate was competent to abridge Woolfson of the suitable to suitable as an proprietor cum proprietor. The House of Lords opined that the divergent companies implicated in this question were unconnectedly moderateled and as a result, the cbalance of detachment was to be left placid, owing the homogeneity natant the companies was a facade. The Appellate Inquire made it very open that an economic relevance natant companies was by itself incompetent to adjust them as a unique economic existence. In the Adams condition, Cape was an UK customary assemblage, which was continued by NAAC in the US. The CPC was a US assemblage, forasmuch-as the AMC was a Liechtenstein registered assemblage that had a marketing infamous in the US. The non-appearance effected the role of Cape’s constituencys in US markets and the AMC The Cape, customary in the UK, was continued by NAAC in USA; CPC, an American marketing infamous and Liechtenstein registered assemblage AMC, which acted as Cape’s constituencys in American market; AMC were the middle-men natant Cape and CPC. Succeeding the goods of NAAC, the Appellate Inquire had to career, whether it would be potential to ensecurity the adjudication opposite Cape in the UK inquires. It was contended by Cape that it ceased to be occupied delay deference to the NAAC succeeding the non-appearance’s goods, owing that act commoditiesively inoperativeified its intercourse in the US. This was legitimate by the inquire, as it was of the conviction that the NAAC was not contingent on Cape, resisting its persuasive rule on NAAC’s public oppidan project. As such the inquire held that there was no exertion of irresponsible moderate balance NAAC by Cape. Hence, it concluded that there was a closing of a façade. It advance opined that a façade exists whenever an existence has no oppidan anarchy of its own, it was an constituency and nothing more or it had been speaked for some iljuridical or deceptive point.[40] Conclusion             A assemblage is prime to procure aggregate juridical safety, simply when the inquires view its condition to be plain and unconnected from that of the specials who organize it. The condition law on this question passs that a fortification should percontrive its office activities, simply in its oppidan space. If an damaged alloty sues for damages, the inquires detail whether the fortification acts as a unconnected and plain existence and support its oppidan condition. If the inquires invent that the assemblage had produced so; then it does not hinder its mains, such as its leaders and portion-outholders, to be idiosyncratically occupied. In ordain to procure and deeptain this condition, the fortification should accord to a estimate of contrivealities. If the assemblage fails in this very inferable appearance, the inquires would inadvertence its oppidan idiosyncraticality and fix idiosyncratical jurisdiction.                 In public, the inquire declines to reflect a fortification to be juridically plain from its constituents, if it is a assembly of companies that contrive an economic part or if some contrive of unfairity is implicated in its composition. Moreover, the leaders of a assemblage cannot inquire safety following the oppidan cbalance if the estimate of ingredients of that assemblage is short than vindicationd by law or the assemblage’s retail activities exude in the insufficiency of the registrar’s certificate. Moreover, in correspondence delay the Appropriation Act 1986, unfair trading by the leaders fashions them idiosyncratically occupied. Perhaps the deep profit of detachment is that the mains’ jurisdiction is odious to the proceeds of the assemblage and their idiosyncratical proceeds are not made occupied. Nevertheless, the inquires conciliate penetrate the cbalance of detachment or fashion the mains idiosyncratically occupied. The message thrilling the cbalance of detachment implies the rescinding of the oppidan idiosyncraticality, in ordain to confirm the civilized ingredient following the oppidan dress. In public, the inquires penetrate the oppidan cbalance whenever the civilizeds acting following it grovel in descendacious activities. BIBLIOGRAPHY 1.     Abbot R.K., Assemblage Law, 5th Edition Reprint, 1995, DP Publications, London. 2.     Adams v Cape Industries plc [1990] Ch 433. 3.     Clement Chigbo.  Corporate, Poor Jurisdiction And Lifting the Cbalance Of Incorporation. Retrieved on January 28, 2008  From <http://www.jonesbahamas.com/?c=135&a=9631> 4.     Cushman, Robert Frank, et al. Design – set-up Contracting Formbook. 1997. Aspen Publishers Online. 5.     Daimler v Continental Tyre and Rubber Co [1916] 2 AC 307. 6.     DHN Food Distributors Ltd v. Tower Hamlets [ 1976 ] 1 WLR 852. 7.     Fournet, Carolina. International Crimes: Theories, Exercitation and Evolution. Cameron May Ltd. 2006. 8.     Gilford Motor Assemblage Ltd v. Horne [1933] Ch 935. 9.     Gillen, Mark. Chapter 14. The Juridical Condition of Corporations. Retrieved on January 30, 2008 from <http://209.85.173.104/search?q=cache:SYsdWvdHbNEJ:www.law.uvic.ca/mgillen/315/documents/Ch14-CorporatePersonality.pdf+broderip+v.+salomon&hl=en&ct=clnk&cd=18&gl=us> 10.Godfrey D, Watts E. Lifting the Oppidan cover. Retrieved on January 28, 2008 from  <http://www.middletonpotts.co.uk/library/default.asp?p=90&c=162> 11.Gogna, P.P.S. A Textbook of Assemblage Law. S. Chand. ISBN: 8121920086. 12.Goldberg, Louis. An Inquiry Into the Character of Accounting. Ayer Publishing. 1980. 13.Goulding S., Assemblage Law, Second Edition, 1999, Cavendish Publishing Ltd., London, England. 14.Griffin S., Assemblage Law: Proinducement Principles, 2006, Longman. 15.Hilton v Plustile Ltd [1989] 1 WLR 149. 16.Holdsworth v. Caddies [1955] 1 WLR 352. 17.Jones v. Lipman [1962] 1 WLR 832. 18.Kraakman, Reineier 2004 Oxford University Press. 19.Larson, Aaron. Thrilling the Oppidan Veil. Expert Law. August 2004. Retrieved on January 28, 2008 from  < http://www.expertlaw.com/library/business/corporate_veil.html > 20.Mead, Larry. Fundamentals of Ethics, Oppidan Governance and Office Law. Butterworth – Heinemann. 2006. 21.Owens, Keith. Law for Non – Law Students. Routledge Cavendish. 2001. 22.Puig, Gonzalo Villalta. A Two-Edged Sword: Salomon and the Unconnected Juridical Existence Doctrine. Murdoch University Electronic Journal of Law. Retrieved on January 30, 2008 from   < http://www.murdoch.edu.au/elaw/issues/v7n3/puig73a.html> 23.Sadhu A. Lifting the oppidan cover. Retrieved on January 28, 2008 from < http://www.legalserviceindia.com/articles/corporate.htm> 24.Salomon v Salomon & Co [1897] AC 22. 25.Schneeman, Angela. The Law of Corporations and Other Office Organizations. Thomson Delmar Learning. 2002. 26.Scottish Co-op v. Meyer [1959] AC 324. 27.Woolfson v Strathclyde RC 1978 SLT 159. [1] Kraakman, Reineier 2004 Oxford University Press P 93 - 94 [2] Cushman, Robert Frank, et al. Design – set-up Contracting Formbook. 1997. Aspen Publishers Online. P. 29. [3] Cushman, Robert Frank, et al. Design – set-up Contracting Formbook. 1997. Aspen Publishers Online. P. 29. [4] Schneeman, Angela. The Law of Corporations and Other Office Organizations. Thomson Delmar Learning. 2002. P. 168. [5] Larson, Aaron. Thrilling the Oppidan Veil. Expert Law. August 2004. Retrieved on January 28, 2008 from <http://www.expertlaw.com/library/business/corporate_veil.html> [6] [1897] AC 22. [7] Puig, Gonzalo Villalta. A Two-Edged Sword: Salomon and the Unconnected Juridical Existence Doctrine. Murdoch University Electronic Journal of Law. Retrieved on January 30, 2008 from                                                                       < http://www.murdoch.edu.au/elaw/issues/v7n3/puig73a.html> [8] Goldberg, Louis. An Inquiry Into the Character of Accounting. Ayer Publishing. 1980. P.139 [9] Gillen, Mark. Chapter 14. The Juridical Condition of Corporations. Retrieved on January 30, 2008 from < http://209.85.173.104/search?q=cache:SYsdWvdHbNEJ:www.law.uvic.ca/mgillen/315/documents/Ch14-CorporatePersonality.pdf+broderip+v.+salomon&hl=en&ct=clnk&cd=18&gl=us> [10] Gogna, P.P.S. A Textbook of Assemblage Law. S. Chand. P. 16. ISBN: 8121920086 [11] Gogna, P.P.S. A Textbook of Assemblage Law. S. Chand. P. 16. ISBN: 8121920086 [12]  Clement Chigbo.  Corporate, Poor Jurisdiction And Lifting the Cbalance Of Incorporation. From http://www.jonesbahamas.com/?c=135&a=9631 [13] [1916] 2 AC 307 [14] Abbot K.R., Assemblage Law, (5th Edition Reprint, 1995, DP Publications, London) 42 [15] Goulding S., Assemblage Law, ( Second Edition, 1999, Cavendish Publishing Ltd., London) 67 [16] [1933] Ch 935 [17] Goulding S., Assemblage Law, ( Second Edition, 1999, Cavendish Publishing Ltd., London) 67 [18] [1962] 1 WLR 832 [19] Goulding S., Assemblage Law, ( Second Edition, 1999, Cavendish Publishing Ltd., London) 68 [20] [1990] Ch 433. [21] [1962] 1 WLR 832. [22] Mead, Larry. Fundamentals of Ethics, Oppidan Governance and Office Law. Butterworth – Heinemann. 2006. P. 168 [23] [1989] 1 WLR 149 [24] Owens, Keith. Law for Non – Law Students. Routledge Cavendish. 2001. P. 676 [25] Fournet, Carolina. International Crimes: Theories, Exercitation and Evolution. Cameron May Ltd. 2006. Pp. 160 - 161 [26] [1990] Ch 433. [27] Godfrey D, Watts E. Lifting the Oppidan cover. Retrieved on January 28, 2008 from < http://www.middletonpotts.co.uk/library/default.asp?p=90&c=162. [28] Griffin S., Assemblage Law:( Proinducement Principles, 2006, Longman: Pearson Education Limited, Essex, England) 17 [29] Sadhu A. Lifting the oppidan cover. Retrieved on January 28, 2008 from < http://www.legalserviceindia.com/articles/corporate.htm [30] Griffin S. ( n 20 ) 18 [31] [1955] 1 WLR 352 [32] Griffin S. ( n 20 )17 [33] [1959] AC 324. [34] Griffin S. ( n 20 ) 17 [35] [ 1976 ] 1 WLR 852. [36] Griffin S. ( n 20 ) 18 [37] Griffin S. ( n 20 ) 18 [38] 1978 SLT 159. [39] Griffin S. ( n 20 ) 19 [40] Griffin S. ( n 20 ) 19 - 20