Waddell and Another v. Hutton [1911] ScotLR 550 (24 February 1911)

Waddell and Another v. Hutton [1911] ScotLR 550 (24 February 1911)

On the averments, the defender, as security holder of shares belonging to the pursuers, was under an implied duty to intimate to them the offer of new shares made by the company, and his failure to do so may render him liable in damages. The action is relevant and proof is allowed.

Citation
[1911] ScotLR 550
Parties
Pursuers: Alexander Waddell and Forbes Waddell; Defender: James Hutton
Jurisdiction
Scotland
Judgment Date
24 February 1911
Procedural Posture
Civil / Interlocutory (plea to Relevancy, Proof Before Answer)
Outcome
Proof allowed; interlocutor of Lord Ordinary adhered to; action found relevant to proceed to proof.
Legal Topics
Shares Held in Security, Fiduciary Duties of Security Holders, Implied Contractual Duties, Damages for Failure to Intimate Rights, Company Share Allotments
Security Law Company Law Trusts Shares Held in Security Fiduciary Duties of Security Holders Implied Contractual Duties Damages for Failure to Intimate Rights Company Share Allotments

Case Brief

Summary, issues, holding and outcome

More case intelligence is available

Unlock the full research layer for this judgment.

Full judgment text Downloadable case file Legal principles 2 Authorities cited 5 Party arguments 2 Amounts and remedies 9
Sign in to unlock

Parties

Alexander Waddell and Forbes Waddell

Pursuers

James Hutton

Defender

Procedural Posture

Civil / Interlocutory (plea to Relevancy, Proof Before Answer)

Legal Issues

  1. 1 Whether a creditor holding shares in security is under a duty to intimate to the debtor an offer of new shares made to him as registered holder.
  2. 2 Whether failure to intimate such offer can give rise to liability in damages.

Ratio Decidendi

On the averments, the defender, as security holder of shares belonging to the pursuers, was under an implied duty to intimate to them the offer of new shares made by the company, and his failure to do so may render him liable in damages. The action is relevant and proof is allowed.

Court Disposition

Proof allowed; interlocutor of Lord Ordinary adhered to; action found relevant to proceed to proof.

Orders

  • Repel first plea-in-law for defender Hutton.
  • Allow pursuers and defender a proof of their averments as against him.