Jones -v- Lipman and Another; ChD 1962

References: [1962] 1 WLR 832, [1962] 1 All ER 442
Coram: Russell J
The defendant had contracted to sell his land. He changed his mind, and formed a company of which he was owner and director, transferred the land to the company, and refused to complete. The plaintiff sought relief.
Held: Specific performance is available against a contracting vendor who has it in his power to compel another person to convey the property in question. An order for specific performance was made against both the director and the company. The company could not escape from or divest itself of its knowledge gained through the director. The company was: ‘A creature of [the controlling director], a device and a sham, a mask which he holds before his face in an attempt to avoid recognition by the eye of equity.’
This case cites:

  • Cited – Gilford Motor Co Ltd -v- Horne CA ([1933] All ER 109, [1933] 1 Ch 935)
    The defendant was the plaintiff’s former managing director. He was bound by a restrictive covenant after he left them. In order to avoid the effect of the covenant, he formed a company and sought to transact his business through it. The trial judge, . .
  • Cited – Elliott v H. Elliott (Builders) Ltd -v- Pierson ([1948] 1 Ch 452)
    . .

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