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Analysis of the the Case of Foss V. Harbotle

     The philosophy behind this rule must be clearly appreciated from the onset. Once a company is recognised as a distinct entity upon incorporation, in carrying out its functions as a going concern, the majority of the members i.e those who have the command of more than 50 percent of the vote in general meeting must be able to steer the course of the ship of the company in a direction that they feel it should go. It does not matter that such direction is not favourable to the other members who are regarded as the minority. This fundamental concept of democracy which applies to every facet of human endeavour became a frait accomli to companies and was naturally extended to them when the opportunity came in the celebrated case of Foss vs Harbottle (supra). It, in effect, means that a member is bound by the decisions of the majority as clearly and as usually expressed at the general meeting. If he opposes a resolution which eventually scales though with the required majo...

Note on Shares and Shareholders

 A share in a company is the expression of a proprietary relationship, the shareholder is the proportionate owner of the company but, he does not own the company’s assets which belong to the company as a separate and independent legal entity.  Section 567(1) defines ‘share’ as ‘the interests in a company’s share capital of a member who is entitled to share in the capital or income of such company; and except where a distinction between stock and shares is expressed or implied, includes stock’. It is a choice in action and is property transferable as provided in the articles. Who is a Shareholder? A Shareholder is an individual or institution (including a corporation) that legally owns one or more shares of stock in a public or private corporation. Shareholders may be referred to as a member of a corporation. Legally, a person is not a shareholder in a corporation until their name and other details are entered in the corporation’s register of shareholders or members. Section...

Jurisprudence Note on Legal Personality

Legal Personality’ means “the capacity of a human being or a judicial entity to be either a subject or an object of both of jural relations”. It is the legal capacity of the person or entity to own or possess “things” and to maintain claims or assert rights and liberties in respect of them against another and the capacity to sustain and satisfy claims by others against himself or itself in those relationship. Salmond posited that; “any being whom the law regards as capable of rights and duties whether a human being or not, and in the event that such a being is not so capable, such one is not regarded as a person even though he be a man”. He stressed further that“persons are the substances of which rights and duties are their attributes and it is only in this regard that persons possess judicial significance, and this is the exclusive point of view from which personality receives legal recognition” As part of the ratio in the case of Gani Fawehinmi v. N.B.A, the question which was rai...

THREE TYPES OF MEN LADIES SHOULD WATCH OUT FOR.

THREE TYPES OF MEN LADIES SHOULD WATCH OUT FOR. By SamGeorgeH2o   There are different kinds of men on planet earth that ladies needs to watch out for, or better still be aware of before entangling themselves with. Apart from the fact that some men possesses different kinds of trait and character such as; smoking, compulsive gambling, womanizing, to mention few. They also have a specific trait that they do exhibits towards the female folks either to their spouse or intending spouse. However, most ladies do not see these traits or they tends to overlook them during their courtship; perhaps because they are "drunk in love" or they've been carried away by the Euphoria of love. Nevertheless, there are some factors that could be said to have propel these trait in a man which are; family background, orientation, cultural background, ethnicity, religion, self determination; among others. Now let us examine the three types of men. The first one is THE HUNTER: An hunter par...

ONE CORNER; GHANIAN DEADLY VIRUS IN NIGERIA.

ONE CORNER; GHANIAN DEADLY VIRUS IN NIGERIA.      By SamGeorgeH 2o   It been a month since i entered any holy place to pray after my long vacation from school. So i decided to go to church with my siblings. When i got to church, i felt comfortable because it is true that in the presence of of God,there is fullness of joy. Immediately after the service ended,i quickly pick up my holy book heading straight to the parking lot.And there came a pretty girl asking me if i have one corner on my phone. I quickly ask her what one corner is. She replied saying "don't tell me you know that song" with an awkward look on her face. I was trying to rack my brain if i could actually remember anything relating to "one corner", then i told her i don't have the song but i have data on my phone which she can use to download it. After downloading the song,i decided to play it just to know if i had not succeeded in wasting 4.7mb out of my data. On tapping the play icon on m...

AS IT THEN WAS. By SamGeorgeH2o

Oh! thee rich and fertile land Embellished with green pastures and milk Languishing in the hands of the doom agents Seeking aid from the pallbearer Hoping to be revive from a massive holocaust. Oh! thee which had been raped and battered Stripped off her dignity and pride In her prime when it ought to be salvaged But led to the fortune of the framers Sidelining the labourers and the land itself. Oh! thee land striving to speak its own language In disguise of paring the crops and the soil In more than five decades of nepotism and tribalism which makes the sky autonomy for its rain And the soil holding conference on its nutrients. Oh! thee rich and fertile land Embellished with crops and crude oil Languishing in the hands of bad leaders Seeking aid from the imperialist Hoping to be revive from her economic recession.

IT IS NOT TOO LATE. By SamGeorgeH2o

How I wish I had face the truth But I was blind and overwhelmed by my strength Trying to kill the affections and emitions Combatting the euphoria and passion. How I wish I had face the truth To open up my feelings and declare my love to you To let you know how deep is my love for you . Though I have been taking my time to talk to you Even when you are within my jurisdiction, I still discuss irrelevant and frivolous talk with you Doing myself a great disservice and neglecting the truth Trying to shy away from the truth on flimsy execuses. How I wish I had face the truth all this while, Messing myself up this while Facing the truth is all I want to do now If it would takes me to swim the oceans Or requires me to move mountains Even if the sky is falling down. Je t’aime

THE ISSUE OF REINCARNATION, AKUDAYA: A MYTH OR REALITY. By Sam George

The issue of Reincarnation, Akudaya: A Myth or a Reality? Iya ibeji was a popular Ewa Agoyin seller in the whole of Brown street. She got her fame in the street when she moved from selling ofada rice to Beans. No okada driver or bus driver would pass by iya Ibeji's shop without dashing to eat Ewa Agoyin and Bread. The customers in her shop are always massive just as if the shop is a praying ground. The rate at which the people in the locale patronises her shop is akin to how the pilgrims visit the Holy Land. After my secondary school education, I left Ekiti State to settle down in Lagos with our elderst brother. After my first week in Lagos, I decided to familiarize myself with my new environment. After walking a few miles, then I saw the shop of the infamous Iya ibeji. I dashed to the shop just to get my favorite food "Bread and Beans". On getting there, I saw iya Basira; a woman with three kids who died in an auto crash accident along with her husband some years ago. ...

DO THE SOOTHSAYER STILL FORESEE THE FUTURE OF A NEWLY BORN CHILD? “AKOSEJAYE” By Samson George

  I was so curious about this, when I saw Fatai. Fatai happens to be a child that was born in the mid-90s into the family that is not too rich and not too poor. His father works with Nestle while his mother sells food provisions in bulk. Thus I can only affiliate their standard to that of the middle class.   Fatai is the fourth child in the family of five. After the birth of Fatai, he was taken to the soothsayer for him to foretell his future. The soothsayer told his parents that Fatai would be great in life; he will be a leader among his peers, dominate them and rule them. The soothsayer went further by telling his father that the birth of Fatai would bring so many good things to the family, the he; the father would never lack anything good till the rest of his life. It was also foreseen that Fatai would be a man whom everyone will be looking up to. A lot of good things were said about Fatai that very day.   His naming ceremony was a big party, two cows was slau...

Check yourself if you are a pedophile. by Samson George

Having a trait of Pedophile is one of the intolerable act a man can possess. It is very pertinent to define what pedophile is.  According to English dictionary, pedophile as been defined as "person who is sexually attracted to female children, starting from a toddler to the aged 16 years old. Or a person who has a mental disorder that makes him primarily or exclusively sexually attracted toward prepubescent children." A pedophile can also be refer to as an adult who is attracted to anybody below the age of consent; an adult who is sexually attracted to children. Pedophile simplicity child lover.   However, a person can be a pedophile either impliedly or exphressly; by act or conduct; that is if a girl under 16years look attractive to a man, and he thinks of having sex with her, it doesn't matter if he puts his intention into manifestation, all that matter is that he has the thought, he is a pedophile. Nevertheless, men who have been apprehended for having unlawful can...

LADIES AND PHONE CHARGING IN CHURCH/ FELLOWSHIP. by Samson George

 I never got to know that churches/fellowship now have "department of phone charging" not until when I walk up to a technician in my church today, to help me in charging my phone; then he told me to approach a the babe standing behind me who belong to that department, he told me bluntly that there is a department for that. So I approached the babe with a smile ,and ask her if she could help me charge my phone. She collected my p hone and the charger without saying a word and I humbly go back to my seat.   After the service, so I went to the babe for my phone, she direct me to another guy who is in charge of distributing phones to the owner. When I went to the guy, he told me to stay outside, not to enter the place where they plugged phones which I did. So he ask for the maker of my phone,which I told him. In the course of getting my phone for, there was this lady who came with a bag; I thought that bag was just for her dressing to be complete not knowing that the...

JENIFA’S DIARY METAMOPHOSING THE LIFES OF O.O.U BABES

 I woke up early on the 23rd of May, 2016 just to get myself prepared for Labour law class. I could recall the last time I rose up from my mouka foam early; it was 6:00am, but 23rd of May was a different day. Labour law is a course I take important and sacrosanct, if I am not fully prepared for the class, then I might just be Mr Leigh’s reader and he will also make sure that all his questions does not elude me.   I rose up to observe my ritual as I have been performing it from my first day on campus. I took my oral-B toothpaste to brush my teeth, in the course of doing this, I heard a colleen said “I loss you because your love dey do my heart gbangbanjigijigi” I thought I was on another planet but I was still seeing my chief tenant’s water reservoir before me, so I conjectured have been possessed with the spirit of clairvoyance because I could not envisage a university undergraduate constructing sentences like an Artisan who never had any form of formal education so I decided ...

RAPID GROWTH OF INTERNET FRAUD IN NIGERIA. CAUSES, EFFECTS, AND SOLUTIONS.

  It is no longer a hidden fact that one of the most  speedy ways of making fast cash by youths is internet fraud. The rate at which internet fraud has grown to its in our present society is becoming alarming and  absurd. What do we regard as fraud? Fraud is any act of unfair, undeserved and/or unlawful gain. Fraud is synonymous to deceit, trickery, cheating, e.t.c. Internet fraud is rampant among  the youths,especially in students environment. Research has it  that there are different types of internet fraud, namely; 'yahoo yahoo', 'Lotto', 'wire wire', 'dating', etc. It is very unfortunate to see students on campus intimidating one other with cars and wears and even go to the extreme of  parking their cars in the lot assigned to senior staffs. This act has been fostered by the recent technological advancement, where every tom,dick and harry have access to smart phones, laptops, iPad, Tablets, iPhones, among others. These internet bandits no longer ...

RIGHTS OF AN ACCUSED PERSON UNDER THE CONSTITUTION OF THE FEDERAL REPUBLIC OF NIGERIA

The constitution of federal republic of Nigeria, 1999 as amended, provides some measures for trial in criminal cases. These measures are in attempt to give constitutional sanctity, which is fair trial and natural justice.   However, the grundnorn by its special nature provides for pre-trial rights, trial rights as well as post trial rights [1] . These rights are very crucial in a trial both in civil and criminal proceedings. These rights include: Right to life [2]   The right to life is considered as one of the crucial human right as it is deemed the supreme human right and a foundation for other human rights, as none of the other rights would have any value or utility without it. If a man has no life, there is nothing left to human dignity, fair hearing, and the protection of human rights cannot be achieved without respect for the right to life. Thus, the protection of the life is therefore, an essential pre-requisite to the full enjoyment of all other human righ...