References:  1 WLR 832,  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 ( All ER 109,  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 ( 1 Ch 452)
This case is cited by:
- Cited – Crawford -v- Financial Institutions Services Ltd PC (Bailii,  UKPC 40, PC)
(Jamaica) The government had intervened in banking institutions under the control of the appellant. Subsequently orders had been made against him for compensation in respect of loans made negligently or otherwise than in accordance with good banking . .
- Cited – Coles and others (Trustees of the Ward Green Working Mens Club) -v- Samuel Smith Old Brewery (Tadcaster) (Unltd Company) and Another CA (Bailii,  EWCA Civ 1461)
The claimants appealed refusal of an order for specific performance of a contract for the purchase of land under the exercise of an option agreement. The defendant had conveyed the land to a subsidiary in order to defeat the option.
Held: ‘The . .
- Cited – Prest -v- Petrodel Resources Ltd and Others SC (Bailii,  UKSC 34,  WLR(D) 237,  3 FCR 210,  4 All ER 673,  Fam Law 953,  2 FLR 732,  BCC 571,  2 AC 415,  WTLR 1249,  3 WLR 1, Bailii Summary, UKSC 2013/0004, SC Summary, SC)
In the course of ancillary relief proceedings in a divorce questions arose regarding company assets owned by the husband. The court was asked as to the power of the court to order the transfer of assets owned entirely in the company’s names. The . .