Facts
- This case was heard in 1941, but not reported until 1967
- Several directors and their solicitor each invested their own money into a cinema which was to be taken over, in order to prevent the cinema becoming insolvent
- Following the takeover, the directors and the solicitor made significant personal profit, as did the cinema itself as a result of the investment
Issue
- Were the directors and the solicitor liable to the new parent company for their personal profits
Decision
- Directors yes, solicitor no
Reasoning
- As agents of the business, the directors were liable for breaching their fiduciary duties without consent
