The Law Relating to Actionable Non-Disclosure And Other Breaches of Duty in Relations of Confidence And Influence

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II of the Act of 1907, reproduced in s. 82 of the Act of 1908 — that there wiU be no opportunity for any member of the public to inspect it before the allotment, which, it has been held, is not avoided by proved non- disclosure : Be Blair Open Hearth Furnace Co., [1914] 1 Ch. 390, C. A.
(o) " The director is placed in a position which nothing short of a statute could have placed him. He is under an absolute obligation to disclose . . . &c. . . . Therefore the conditions of his liability are ful
...filled if he knows the dates and names of the parties to the contract, and does not state them. He is under an absolute obligation to state them " : per Collins, M.R., at pp. 774, 775 of Waits v. Bucknall, [1903] 1 Ch. 766, C. A. (a case under s. 38 of the Act of 1867).
{p) See § 510, ante.
(q) Thus it was held, in a case under s. 38 of the Act of 1867, that mere formal com- pliance with the requirements of that section did not of itself negative or displace the shareholder's proof of fraudulent misrepresentation by omissions of material contracts and facts from the prospectus : Aaron's Beefs, Ltd.


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