Reviewed case brief
Ferguson v Wilson
(1866) LR 2 Ch App 77
The Court of Appeal in Chancery established that directors of a company are its agents, appointed to manage its affairs within the scope of authority conferred by the memorandum and articles. Their relationship with the company is fiduciary in nature, requiring them to act in good faith and in the c
- Court
- Court of Appeal in Chancery
- Year
- 1866
- Subjects
- Company Law
- Reviewed
- 2026-06-30
Rule established
Directors are agents of the company and stand in a fiduciary relationship to it; they must act within their authority and in the company's interest.
Facts
Issues
Held
Ratio decidendi
How to use it in an exam
Editorial source
(1866) LR 2 Ch App 77
Educational summary only. Read the reported judgment or an authorised law report before relying on the case professionally.