An Act of Parliament authorised a company to construct a railway. Two other companies combined and contracted with the first to supply rolling stock. An injunction was brought to try to restrain this, saying that such a contract was not explicitly provided for in any of the Acts incorporating the companies.
Held: The contract was not ultra vires, but was warranted by the Acts. Powers conferred by statute are taken to include, by implication, a right to take any steps which are reasonably necessary to achieve the statutory purpose: ‘whatever may fairly be regarded as incidental to, or consequential upon, those things which the Legislature has authorised, ought not (unless expressly prohibited) to be held, by judicial construction, to be ultra vires.’
Lord Selborne LC said: The doctrine of ultra vires ‘ought to be reasonably, and not unreasonably, understood and applied, and that whatever may fairly be regarded as incidental to, or consequential upon, those things which the Legislature has authorized, ought not (unless expressly prohibited) to be held, by judicial construction, to be ultra vires.’ Lord Blackburn: ‘where there is an Act of Parliament creating a corporation for a particular purpose, and giving it powers for that particular purpose, what it does not expressly or impliedly authorize is to be taken to be prohibited . . those things which are incident to, and may reasonably and properly be done under the main purpose, though they may not be literally within it, would not be prohibited.’
Lord Watson said: ‘I cannot doubt that the principle by which this House in Ashbury tested the power of a joint stock company registered with limited liability under the Companies Act 1862, applies with equal force to the case of a company incorporated by Act of Parliament.’
Lord Blackburn said: ‘where there is an act of Parliament creating a corporation for a particular purpose, and giving it powers for that particular purpose, what it does not expressly or impliedly authorise is to be taken to be prohibited’ and ‘those things that are incident to, and may reasonably and properly be done under the main purpose, though they may not be literally within it, would not be prohibited’.
Lord Selborne LC said: ‘the question in this case is whether, under the Acts of Parliament to which your Lordships’ attention has been called, the Respondent company is authorized and empowered to let for hire to the Southend Company locomotive power and rolling stock. The company claims to be so entitled. The Master of the Rolls and Lord Justice Baggallay thought that it was not so authorized; but Lords Justices James and Bramwell thought otherwise, and they discharged the order for an injunction which the Master of the Rolls had made. The present appeal ta your Lordships is from that decision.
Lord Blackburn explained the position as follows: ‘… where there is an Act of Parliament creating a corporation for a particular purpose, in giving it powers for that particular purpose, what it does not expressly or impliedly authorize is to be taken to be prohibited. .’
Lord Blackburn, Lord Watson, Lord Selborne LC
[1880] UKHL 2, (1880) 5 AC 473, (1880) 5 App Cas 473
Bailii
England and Wales
Citing:
Cited – Ashbury Railway Carriage and Iron Co v Riche HL 1875
A company created under the Act is not created a corporation with inherent common law rights. The memorandum was the company’s charter which could not be departed from save so far as permitted by s12. A contract made by the directors upon a matter . .
Cited by:
Cited – In Re Northern Ireland Human Rights Commission Northern Ireland HL 20-Jun-2002
The coroner intended to hold an inquest into the deaths on the Omagh bombing. The Commission sought the right to be involved on the basis that human rights of interest to it might arise, and the coroner refused, saying that they had no standing to . .
Cited – Oakley Inc v Animal Ltd and others PatC 17-Feb-2005
A design for sunglasses was challenged for prior publication. However the law in England differed from that apparently imposed from Europe as to the existence of a 12 month period of grace before applying for registration.
Held: Instruments . .
Cited – Ward v Commissioner of Police for the Metropolis and others HL 5-May-2005
The claimant had been taken under warrant to a mental hospital, but was found not to be suffering any mental illness. She complained that the arrest was unlawful, since the police officer had not been accompanied by the people named on the warrant. . .
Cited – Attorney General v British Museum ChD 27-May-2005
The trustees brought a claim against the Attorney-General seeking clarification of their duties and powers to return objects which were part of the collection in law, but where a moral duty might exist to return it to a former owner. Here drawings . .
Cited – Roberts v Parole Board HL 7-Jul-2005
Balancing Rights of Prisoner and Society
The appellant had been convicted of the murder of three police officers in 1966. His tariff of thirty years had now long expired. He complained that material put before the Parole Board reviewing has case had not been disclosed to him.
Held: . .
Cited – Looe Fuels Ltd., Regina (on the Application of) v Looe Harbour Commissioners Admn 27-Apr-2007
The claimants sought judicial review of a decision of the defendant harbour masters themselves to install and sell from the harbour all fule for use by boats using it, saying that they had no power to operate such an enterprise.
Held: Whilst . .
Cited – Egan v Basildon Borough Council QBD 26-Sep-2011
The claimant sought a injunction to restrain the defendant council from executing enforcement notices regarding the use of the claimant’s land for residence by several traveller families. He argued that the council had failed to state its exact . .
Lists of cited by and citing cases may be incomplete.
Updated: 04 August 2021; Ref: scu.464871