What is the ratio in Edwards v Halliwell?

Minority members can bring an action against the majority where the majority has acted ultra vires the organization's constitution, as an exception to the rule in Foss v Harbottle.

What did the court decide in Edwards v Halliwell?

The Court of Appeal allowed the minority members' challenge to the contribution increase, holding that the majority had acted ultra vires by not following the constitutional requirement for a ballot.

Why is Edwards v Halliwell important for company law?

It establishes a key exception to Foss v Harbottle, allowing minority shareholders to challenge ultra vires acts and protecting constitutional procedures in organizations.

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