What is the ratio in Foss v Harbottle?

Individual shareholders cannot bring proceedings for wrongs done to the company. The company itself is the proper plaintiff, reflecting the principle of separate legal personality and majority rule.

What did the court decide in Foss v Harbottle?

The court dismissed the minority shareholders' action, holding that they lacked standing to sue for alleged wrongs to the company - only the company could bring such proceedings.

Why is Foss v Harbottle important for company law?

It established the proper plaintiff principle that prevents individual shareholders suing for corporate wrongs, maintaining majority rule while later exceptions developed to protect minority shareholders from abuse.

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