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Mar 14, 2021 · Facts. Steel Bros' articles of association stated that if a member thereof went bankrupt, their shares would be transferred to other shareholders at a fair price below par value; Borland (a shareholder of Steel Bros) went bankrupt and his trustee was informed of the transfer of his shares;
Borland's Trustee v Steel Brothers & Co Ltd [1901] 1 Ch 279 is a UK company law case, concerning the enforceability of a company's constitution and the nature of a company share. It is also one of the rare exceptions to the rule that a transfer of assets which only takes effect upon a person's bankruptcy is normally void .
May 13, 2022 · Borland’s Trustee v Steel Brothers and Co Ltd: 1901. Mr Borland was a shareholder. The company’s articles contained pre-emption rights, such that on a shareholder’s bankruptcy, he had, on receiving a transfer notice from the directors, to transfer his shares to a manager or assistant at a fair value calculated in accordance with the articles.
Jan 24, 2018 · Borland’s trustee argued that the article which was imposed by the company upon a shareholders bankruptcy was invalid and fraud as a shareholder upon turning bankrupt was forced to part his shares at a value below the current value and it went against the bankruptcy laws of the state.
Provisions in a company's articles of association compelling a shareholder at any time during the continuance of the company to transfer his shares to particular persons at a particular price are not void as being repugnant to absolute ownership, or as tending to perpetuity.
The plaintiff was the trustee in bankruptcy of Mr. J. E. Borland, and he claimed a declaration that the defendant company were not entitled to require the transfer of certain shares held by the bankrupt at any price whatever, and that the transfer
Steel Bros Ltd's articles of association said if a member went bankrupt his shares would be transferred to designated persons at a fair price not above par value. Mr JE Borland held 73 £100 shares and went bankrupt, and so the company gave Borland's trustee in bankruptcy notice of the transfer.
