Wallersteiner v Moir: CA 1974

The making of a declaration is a judicial act. A shareholder is entitled to bring a derivative action on behalf of the company when it is controlled by persons alleged to have injured the company who refuse to allow the company to sue. It is an abuse of process where a Plaintiff issues a Writ and then maintains the action in being, neither desiring nor intending to bring it to trial, but merely hoping to place a gag upon his critics.
The court is cautious about making declarations on the basis of admissions or concessions; declaration cannot be granted by consent or by default. There must be a proper examination by the court of the relevant facts, assessed in the light of the applicable law, before a judge can be satisfied, as he must be if the relief sought is to be granted, that the claim for the declaration is indeed made out
Lord Denning MR described the companies as being ‘just the puppets of Dr Wallersteiner’ which ‘danced to his bidding’ as ‘he pulled the strings’ and were according his ‘creatures’.

Buckley LJ, Lord Denning MR, Scarman LJ
[1974] 1 WLR 991
England and Wales
Cited by:
CitedPoint Solutions Ltd v Focus Business Solutions Ltd and Another ChD 16-Dec-2005
It was claimed that the defendant’s computer software infringed the copyright in software owned by the claimant. A declaration was sought beacause of allegations that assertions about infringement had been made to third parties.
Held: The . .
CitedBuckley v Dalziel QBD 3-May-2007
There was a heated dispute between neighbours, culminating in some generous or perhaps over-generous pruning by the claimant of the defendant’s trees and shrubs on the boundaries. The defendants reported the matter to the police. Both Mr and Mrs . .
CitedOffice of Fair Trading v Abbey National Plc and others ComC 8-Oct-2008
The director sought a further judgment as to whether charges imposed by banks on a customer taking an unauthorised overdraft, and otherwise were unlawful penalties. . .
See AlsoWallersteiner v Moir (No 2) CA 1975
The court was asked whether Moir would be entitled to legal aid to bring a derivative action on behalf of a company against its majority shareholder.
Held: A minority shareholder bringing a derivative action on behalf of a company could obtain . .
CitedIn the matter of the Human Fertilisation and Embryology Act 2008 ; A and Others FD 11-Sep-2015
The court was asked: ‘who, in law, is or are the parent(s) of a child born as a result of treatment carried out under this legislation’
Held: The court pointed again to the failures to keep proper records within several fertility clinics. . .
CitedBen Hashem v Ali Shayif and Another FD 22-Sep-2008
The court was asked to pierce the veil of incorporation of a company in the course of ancillary relief proceedings in a divorce. H had failed to co-operate with the court.
After a comprehensive review of all the authorities, Munby J said: ‘The . .

Lists of cited by and citing cases may be incomplete.

Litigation Practice, Company

Leading Case

Updated: 01 November 2021; Ref: scu.237718