The Rule in Turquands Case free essay sample

The doctrine of Indoor management, popularly known as the Turquands rule initially arose some 150 years ago in the context of the doctrine of constructive notice. The doctrine of constructive notice of a companys public documents was, of course, abolished prospectively. The rule was partly dictated by practical necessity persons contracting with a company were not expected to spend their time checking that any required resolutions had properly been passed, at meetings that had been correctly convened, by directors whose appointments had been duly made. The rule in Turquands Case can operate in relation to any contractual obligation but has over the years frequently been raised in respect of a document to which the companys seal has been affixed. Professor Gower, summarizing the common law position in 1969, stated: [Where] the third party receives a document sealed in the presence of the appropriate individuals as stated in the articles of association, he is entitled to rely on its formal validity. We will write a custom essay sample on The Rule in Turquands Case or any similar topic specifically for you Do Not WasteYour Time HIRE WRITER Only 13.90 / page Even if the board have never resolved that the document be sealed, he will be protected for he is not entitled to see the minutes of the board meeting which relate to a matter of indoor management and has no means of checking whether the internal regulations have been complied with [1] . In India, under the Indian Companies Act 1956, the rule has been recognized under s-290 and impliedly under s-81. The principle of indoor management is one of justice, equity and good conscience and has emerged out of the concept of Agency. The Indian Courts have been applying the Doctrine quite frequently and modifying according to the case in hand. The Paper seeks to answer how far the Turquand Rule has been instrumental in protecting the interests of outsiders transacting bona fide with a company. An endeavor has also been made to find out the application of the rule and its ramifications in the modern context. Indoor management: An antithesis to Constructive Notice principle The company is an artificial legal person. Its objects and powers are set out in the memorandum and articles of association as amended from time to time. The memorandum and articles, when registered, become public documents and can be inspected by any member of the public at the office of the RoC under Sec. 610 of the Companies Act on payment of a nominal fee. Thus, every person who contemplates entering into a contract with a company, has the means of ascertaining and consequently presumed to know, not only the exact powers of the company but also to the extent to which these powers have been delegated to the directors and of any limitation placed upon the exercise of these powers. Every person dealing with the company is deemed to have a constructive notice of the contents of its memorandum and AoA. Hence, if a person enters into a contract which is beyond the powers of the company, as defined in the memorandum, he cannot acquire any rights under the contract against the company. This rule proved to be too inconvenient for business transactions and hindered the smooth flow of business. The rigours of the rule was, therefore, alleviated by the judicial pronouncement in Royal British Bank v Turquand, and the doctrine of `indoor management serving as a partial exception to the doctrine of `constructive notice. While the doctrine of constructive notice seeks to protect the company against the outsiders, the principal of indoor management operates to protect the outsiders while dealing with the company. According to this doctrine, as laid down in the Royal British Bank case, persons dealing with a company are not bound to inquire into the regularity of any internal proceedings. In other words, while persons contract with a company they are entitled to assume that the provisions of the Articles have been observed by the officers of the company. It is no part of the duty of an outsider to see that the company carries out its own internal regulations. It is sufficient if the act is not ultra vires. The doctrine of constructive notice operates against the person who has failed to inquire. But the doctrine of indoor management can be invoked by the person dealing with the company and cannot be invoked by the company. The case of Royal British Bank v Turquand The case marks the very origin of the concept of the doctrine of Indoor management. In this case the Directors of the Company were authorized by the articles to borrow on bonds such sums of money as should from time to time by a special resolution of the Company in a general meeting, be authorized to be borrowed. A bond under the seal of the company, signed by two directors and the secretary was given by the Directors to the plaintiff to secure the drawings on current account without the authority of any such resolution. Then Turquand sought to bind the Company on the basis of that bond. Thus the question arose whether the company was liable on that bond. The Court of Exchequer Chamber overruled all objections and held that the bond was binding on the company as Turquand was entitled to assume that the resolution of the Company in general meeting had been passed. The relevant portion of the judgment of Jervis C. J. reads: The deed allows the directors to borrow on bond such sum or sums of money as shall from time to time, by a resolution passed at a general meeting of the company, be authorized to be borrowed : and the replication shows a resolution passed at a general meeting, authorizing the directors to borrow on bond such sums for such periods and at such rates of interest as they might deem expedient, in accordance with the deed of settlement and Act of Parliament; but the resolution does not define the amount to be borrowed. That seems to me enough We may now take for granted that the dealings with these companies are not like dealings with other partnerships, and the parties dealing with them are bound to read the statute and the deed of settlement. But they are not bound to do more. And the party here on reading the deed of settlement, would find, not a prohibition from borrowing but a permission to do so on certain conditions. Finding that the authority might be made complete by a resolution, he would have a right to infer the fact of a resolution authorizing that which on the face of the document appear to be legitimately done. (emphasis supplied) The Rule in Turquands case The case of Royal British Bank v Turquand [2] , refined the basic Common law of Agency to articulate the Doctrine of Indoor Management. The rule was enunciated by the Court to mitigate the rigors of the Constructive Notice Doctrine. Its importance arises in situations in which the third partys dealings are with some officer or agent other than the Board. The rule protects the interest of the third party who transacts with the Company in good faith and to whom the Company is indebted. The rule enunciated in the decision is often referred to as Turquands rule and indoor management rule. The gist of the rule is that persons dealing with limited liability companies are not bound to enquire into their indoor management and will not be affected by irregularities of which they had no notice The rule enunciated in Turquand has been applied in many cases subsequently and generally in order to protect the interests of the party transacting with the Directors of the Company. Applying the rule, now it can not be argued that a person having dealings with a Company is deemed to have notice of who the true Directors are, and this being shown by public documents i. e. he registers of the directors required to be maintained by the Company and the and the notices of changes. To put it precisely, where an agent was acting apparently consistently with the Companys constitution, the third party was not affected by any internal irregularity. For instance, the lack of disclosure of a Directors interest in the Board as required by the articles, sine he could not discover whether such dis closure had or had not been made [3] . Third parties did not have notice of matters not on register. Only actual notice of the irregularity would affect him.

How to Write College Discussion Board Post Useful Hints

How to Write College Discussion Board Post Useful Hints How to Write College Discussion Board Post: Comprehensive Student’s Guide Online degree problems are becoming increasingly popular but many people still hesitate whether online education is worth their time and efforts. The biggest concern is the lack of interaction that traditional education provides. However, modern students can equally benefit from communication thanks to online discussion boards, which are a great platform for an exchange of ideas. In fact, participation in discussion boards is becoming obligatory even in traditional degree programs these days. So if you still do not know how to write college discussion board post, check out our guide below and find out what to expect when using online discussion boards, what professors pay attention to when grading students, and what etiquette is required there. Basic Tips on How to Write College Discussion Board Post Do not rush into answering the questions and read the prompt very carefully. Consider the following: Subject. Which questions are you expected to answer and which readings do you have to respond to? Requirements. What is the deadline? What is the word limit? How many sources are you expected to cite? The type of the response. Are you asked to share personal experience, develop a list of recommendations, build your own arguments, draw on research, etc.? Formatting. Typically, students are expected to use APA but be sure to check the requirements from the professor. Grading rubric. Against which criteria will your post be assessed? It is not unusual for students to find some instructions confusing. In this case, do not hesitate to contact your professor and ask for clarifications. Keep in mind that when in doubt, you should always consult your instructor instead of other students, who might not know what they are doing. Note that online instructors might be less reachable because they might not see your questions. However, they are just an email away. In case you experience difficulties with your discussion board assignment, you should know that you can buy college discussion board posts from a professional writing company. After you read discussion board posting guidelines and come up with some ideas for a response, think about the best way to support your claims. Backup information will make your argument stronger and more convincing. Evidence comes in various forms, including course material, recent research studies, related news, or your personal experience. If you do not know how to write a discussion board post, the first thing you should learn to do is support your arguments. Good backup and justification of your claims demonstrates your understanding of the topic and shows that your conclusions are reasonable. We recommend documenting relevant evidence as you read on the topic. Just jot down the information and the source it is taken from and you will save a lot of time when you get down to writing the draft. By the way, citation is extremely important if you do not want your work to be classified as plagiarism. There are numerous online resources which can help you cite your sources. Alternativ ely, you can contact us, say, ‘Do my discussion board post’ and we will provide you with a strong and properly cited discussion board post. Discussion board tasks often consist of multiple questions. Rather than writing in a questions-answers format, create a coherent paragraph with a topic sentence and transitions. Bring all ideas together into one argument or common goal. Integrate your evidence to support your claim and make your argument convincing. If applicable, use outside sources. As you include different pieces of evidence, be sure not to lose focus. Leave out all information that is redundant or unclear. Maintain scholarly tone. Avoid writing in ALL CAPS because it creates the impression that you are yelling at your readers. Use text editors and online spell checkers. It is also highly recommended to enable spell check in your browser. It is important to proofread and edit your post before submission. Experienced writers re-read their texts after a short break, which increases their chances of producing a cohesive, complete, and mistakes-free post. Once the post is ready, it is high time to review it and ask yourself the questions below: Is my central argument clear and is it related to the topic? Does my response contain enough evidence to show that I have critically analyzed the readings? Does it offer a unique perspective on the topic? Have I used the assigned readings to support my point of view? Is my response free of jargon and other language that is not suitable for scholarly tone? Have I proofread my post to make sure it is free of grammatical, stylistic, and structural errors? For someone who does not know how to write college discussion board post this might be easier said than done. To submit your response, do the following: Copy and paste the proofread response into the forum. Check it for grammatical errors and typos once again. Click on ‘Submit’ button and wait for your classmates’ responses. Remember that this is a discussion board, so do not hesitate to engage your classmates into discussions by asking follow-up questions. When participating in such forums, it is always helpful to ask yourself what added value you can bring to the discussion. Free Discussion Board Post Writing Buy College Discussion Board Posts If you realize that you need professional assistance in discussion board post writing, remember that there are writing services that can help you. If you need a reliable company with experienced writers, you are in the right place! By using our services, you get: Complete confidentiality. Customers’ personal data is kept private. 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Nursing - Literature Search Essay Example | Topics and Well Written Essays - 1000 words

Nursing - Literature Search - Essay Example The rise of internet has made it easier for researchers to locate information from online journals, books, government documents, and websites through choice of search words simply typed on the search engines to expose different sources with relevant information to the topic of choice. The entire process of literature should be guided by a well-formulated research question. This paper entails literature research for the research topic, how effective is cognitive behavioral therapy in the treatment of anxiety and depression in adults? The main objective of the study revolves around demonstrating how five articles on the chosen topic were arrived at. The topic on the effectiveness of cognitive behavioral therapy in the treatment of depression and anxiety is relevant to the field of mental health owing to the increased concerns on the best intervention on the increasing incidences of depression and anxiety among the aging people in health care. The literature search provides evidence on the application of the intervention thereby contributing to the resolution of the dilemma on the effectiveness of the cognitive behavior therapy intervention on depression and anxiety in adults. ... The next step involved selection of the target sources with secondary sources such as journals articles as main evidence sources targeted in this literature study. This was followed by selection Medline, EBSCOhost, ProQuest as the main databases where relevant journal articles could be located. The literature search involved different search words including, effectiveness of cognitive behavioral therapy and depression treatment in adults, Cognitive behavioral therapy in adult anxiety disorders, and evidence for effectiveness of cognitive behavioral therapy treatment in treatment of adult anxiety and depression disorders. The use of ‘effectiveness of cognitive behavioral therapy and depression treatment in adults’ as the search word in the EBSCOhost database resulted in 20 hits. Upon review of the article abstracts and titles of the hits, two articles were identified based on their relevance to the research topic. Literature search in the EBSCOhost database provided numer ous articles on the cognitive behavioral therapy topic although most were eliminated on the basis of the targeted group. The articles chosen from this database included cognitive-behavioral therapy for adult anxiety disorders in clinical practice: a meta-analysis of effectiveness studies by Stewart and Chambles (2009) and the training and dissemination of cognitive behavior therapy for depression in adults: a preliminary competence and client outcomes by Simons et al. (2010). The search in the ProQuest database using the second search term resulted into 22727 hits with the first 20 article being the closest to the relevance of the chosen topic. The other three articles were chosen from this database