Stewart v. Lamont [1901] ScotLR 38_398 (27 February 1901)

Stewart v. Lamont [1901] ScotLR 38_398 (27 February 1901)

The Court held that, following Paterson v. Macfarlane, the liquidator is required to make a call on holders of partly paid-up shares to equalise the actual payments made on all shares, including those allotted as fully paid-up for services, before adjusting the rights of contributories and distributing surplus assets.

Citation
[1901] ScotLR 38_398
Parties
Petitioner: William James Stewart; Respondent/liquidator: William Lamont; Respondent/shareholder: John Millar; Respondent/shareholder: James Boyd; Respondent/shareholder: Thomas Law Patterson
Jurisdiction
Scotland
Judgment Date
27 February 1901
Procedural Posture
Company Winding Up Petition / Judgment on Petition for Call to Equalise Shareholder Contributions
Outcome
petition granted
Legal Topics
Voluntary Winding Up, Contributories' Rights, Fully Paid Up Shares, Companies Act 1862
Company Law Voluntary Winding Up Contributories' Rights Fully Paid Up Shares Companies Act 1862

Case Brief

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Parties

William James Stewart

Petitioner

William Lamont

Respondent/liquidator

John Millar

Respondent/shareholder

James Boyd

Respondent/shareholder

Thomas Law Patterson

Respondent/shareholder

Procedural Posture

Company Winding Up Petition / Judgment on Petition for Call to Equalise Shareholder Contributions

Legal Issues

  1. 1 Whether liquidator must make a call on holders of partly paid-up shares to equalise contributions among shareholders in voluntary winding-up
  2. 2 Whether fully paid-up shares allotted for services entitle holder to equalisation of payments

Ratio Decidendi

The Court held that, following Paterson v. Macfarlane, the liquidator is required to make a call on holders of partly paid-up shares to equalise the actual payments made on all shares, including those allotted as fully paid-up for services, before adjusting the rights of contributories and distributing surplus assets.

Court Disposition

petition granted

Orders

  • Ordain liquidator William Lamont to make a call on shareholders who have not paid more than 10s. per share sufficient to equalise contributions.
  • Liquidator to proceed with adjustment of rights of contributories and distribution of surplus assets.