The situation was changed by the 1985 Act, which largely abolished the doctrine of commercial companies. The situation is now regulated by sections 31 and 39 of the Companies Act 2006, which also severely limit the applicability of ultra vires in company law, although it can still apply to charities and a shareholder can only apply for an injunction in advance to prevent an act known as ultra vires. Officers and directors of a corporation can sometimes cause the corporation to engage in activities that are clear violations of its authority or power, as described in the certificate of incorporation or practice. Such failure constitutes ultra vires proceedings and may result in legal action against the Company or its directors. She belonged to this ultra-modern school that despises male admiration, but still cannot do without it. Ultra vires stocks are all actions that are beyond the control of a company. Ultra vires shares do not fall within the powers expressly enumerated in a charter or corporate law. This may also refer to any act expressly prohibited by the Company Charter. In administrative law, an act in the narrow or broad sense may be subject to ultra vires judicial review.
Ultra vires étroit applies if an insolvency practitioner lacked substantive decision-making authority or was vitiated by procedural irregularities. The general ultra vires applies in cases of abuse of authority (e.g., unreasonableness or bad faith on the part of Wednesbury) or failure to exercise administrative discretion (e.g. acting at the request of others or unlawfully enforcing government policy) or an irrational and erroneous use of discretion. [11] Both doctrines may be entitled to various privileges, equitable remedies, or legal orders if satisfied. Ultra vires (Latin: “beyond powers”) is a Latin expression used in law to describe an act that requires legal authority but is performed without it. Its opposite, an action carried out under the competent authority, is intra vires (“within the limits of powers”). Intra vires acts can be described as “valid” and those that are ultra vires as “invalid”. Ultra vires shares can also be defined as any excessive use of corporate power that has been granted. These acts cannot be legally defended in court. They will make the company vulnerable to lawsuits from employees or other parties.
Legal issues relating to ultra vires can arise in different contexts: historically, every company in the UK was subject to the ultra vires doctrine and any act that went beyond the objectives set out in a company`s articles of association would be ultra vires and void. [3] This result was commercially unpleasant and led to the creation of companies with extremely broad and generic purpose clauses that allowed a company to engage in all sorts of business activities. [7] And those light bulbs in Jack Carlson`s garage were ultraviolet bulbs. In corporate law, ultra vires describes acts performed by a company that go beyond the powers conferred by the company`s purpose clause, articles of association, articles of association, similar instruments of incorporation or laws authorizing the incorporation of a company. Acts attempted by a company that do not fall within its articles of association are null and void. In the landmark case of Anisminic v. Foreign Compensation Commission,[12] Lord Reid is accredited to formulate the ultra vires doctrine. However, ultra vires, as well as impropriety, were mentioned much earlier by Lord Russell in the famous Kruse v Johnson case,[13] which involved challenging laws and other rules. Anisminic is best known for not depriving the courts of their jurisdiction to overturn a decision, even though a law expressly prohibits the decision from being subject to judicial review. Other cases such as Bromley LBC v. Greater London Council[14] and Council of Civil Service Unions v.
Minister of the Civil Service[15] have tried to refine the doctrine. In Spain, he was considered the right-hand man of the ultraclerical and a possible supporter of Carlism. The ultra vires doctrine has certain advantages: when government agencies or authorities take action, the extent of their powers is determined by laws, which may contain a constitution. When branches of government go beyond these defined powers, their actions can be considered ultra vires and have legal consequences. Although the development of modern company law has rendered the doctrine ultra vires more or less obsolete, it remains relevant in the case of public authorities. Here are some of the attributes of Ultra vires. Several modern developments related to business start-ups have limited the likelihood of ultra vires actions. Except in the case of not-for-profit corporations (including municipal corporations), this legal doctrine is obsolete; In recent years, almost all businesses have been created to enable them to conduct legitimate activities. The U.S. Model Business Corporation Act states: “The validity of corporate actions shall not be challenged on the basis that the corporation is unable or incapable of acting.” The doctrine still has some life among non-profit organizations or state-created corporations established for a specific public purpose, such as universities or charities. In Hammersmith and Fulham London Borough Council v Hazell,[16] the House of Lords found that interest rate swaps entered into by local authorities (a popular method of circumventing legal restrictions on local authorities borrowing money at the time) were all ultra vires and void, triggering a number of satellite disputes. These sample phrases are automatically selected from various online information sources to reflect the current use of the word “ultra vires”.
The views expressed in the examples do not represent the views of Merriam-Webster or its editors. Send us your feedback. Certainly, other communities – ultra-Orthodox Jews, for example – worry that members go online and then go astray. Ultra vires is one of many Latin idioms for legal terms. It combines ultra, “beyond” and vires, “strength or power”. This term appears most often in business law when a company violates its articles of association or other contracts and acts invalidly. In other words, someone who represents the company is “beyond their `power` and doing something they are not allowed to do. In British constitutional law, ultra vires describes patents, ordinances and other similar patents granted under the prerogatives of the Crown and contrary to laws passed by the Crown in Parliament. Almost unknown in modern times, the ultra vires acts of the crown or its servants posed a major threat to the rule of law.
You will then become members of the ultra-elite unit 121, receive high-end apartments and a well-stocked closet. Under constitutional law, particularly in Canada and the United States, constitutions confer various powers on federal, provincial or state governments. To go beyond these powers would be ultra vires; For example, although the Court did not use this term to amend a federal statute in United States v. Lopez on the grounds that it exceeded the constitutional authority of Congress, the Supreme Court still declared the law ultra vires. [10] “Ultra vires”. Merriam-Webster.com Dictionary, Merriam-Webster, www.merriam-webster.com/dictionary/ultra%20vires. Retrieved 14 January 2022. Something that is ultra vires is done without the right authority or power. If the CEO of a company sells many of the company`s assets without consulting shareholders, it is an ultra vires action.
This particular store, which had been sold to Bendel a decade ago, had been the ultimate in American bookstores. If other types of entities, such as government agencies, also take actions that are beyond their legal powers, their actions can also be characterized as ultra vires acts. A hundred ultra-rich liberal and conservative donors have taken control of the political system. Thus, in a number of cases where it was established that organs other than the Oireachtas had exercised their powers under primary law to promote public order, the contested primary law has been interpreted as not permitting a subsidiary body to exercise public order. In such cases, primary law was considered constitutional, but subsidiary or secondary law, which amounted to the creation of public policy, was considered ultra vires primary law and repealed. On his return, he again doubled the Cape of Good Hope, long considered the ultimate in navigation. Ultra vires means “beyond power”. It is used to describe an action that requires legal authorization or authority, but is then carried out externally or without the required authority. In the case of capital companies, `ultra vires` means an act or transaction of a company which, while not unlawful or contrary to public policy when committed by a natural person, nevertheless falls outside the legitimate powers of the company as defined in the statutes under which it was incorporated or in the statutes applicable to it. or by its constitution, although the scope of the ultra vires doctrine as it applies to corporations and corporations is now limited by law.