#equity #law #strangers
In Belmont Finance Corporation v Williams Furniture Ltd (No 2) [1980] 1 All ER 393, three companies comprising a company and its subsidiary company and that company’s subsidiary company were, via their common chairman (with a conflict of interest), involved in a conspiracy to bring about a situation that contravened the Companies Act, s 54, so that a company’s money was used to help its shares be purchased. The company that ended up with most of the money was held liable as a constructive trustee thereof for knowingly receiving property in breach of fiduciary duty. The chairman knew all of the facts giving rise to the trust but did not act ‘dishonestly’ (seemingly within types (i) to (iii)), though acting speculatively with very sanguine expectations. Nevertheless his company was found liable as constructive trustee.
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