Wheal Ellen Gold Mining Company v Read [1908] HCA 58

34 HIGH COURT [1908

H.C. or A. the view that the Court was justified on the evidence and course = ie proceedings before the magistrate in inferring that proper Swzexsy notice was given. In any view there is no ground for granting

Krity, Special leave to appeal.

Barton J., O'Connor J., and Isaacs J. concurred. Special leave refused. Solicitor, for applicant, A. H. Pace, for W. J. Vowles, Dalby,

land. Queenslan O. Asi

{HIGH COURT OF AUSTRALIA.]

THE WHEAL ELLEN GOLD MINING

} PLAINTIFES ; COMPANY, NO LIABILITY . .

AND

READ. ' é é A F ' : DEFENDANT.

H. C. or A. Company—Promoter, who is—Secret profits—Amount recoverable,

oat One who brings a company into existence by taking an active part in form- : ing it or in procuring persons to join it as soon as it is technically formed is MLBourNE,

5 a promoter of the company.

In an action by a mining company against the defendant to recover the profit made by him as a promoter of the company, which profit had not been disclosed to the directors or to the shareholders,

Held that, on the evidence, the defendant was a promoter, and that the company was entitled to recover from him his net gain from the transaction as a whole, including the value when issued of shares in the company issued to him which had become worthless, but not including money paid, and shares issued, to him, and paid and transferred by him to others for services rendered him in the formation of the company,

7 CLE] OF AUSTRALIA. 35

TRIAL of action: H.C. oF A.

The plaintiffs, the Wheal Ellen Gold Mining Co, No 8% Liability, a company formed and registered in Victoria to Wuear purchase and work a gold mine in Western Australia, brought m7 pe an action in the High Court against the defendant, James Stroud No TRL Read, a resident of Perth, Western Australia, the only claim Hein. which was tried being one to recover the secret profits made by the defendant as a promoter of the company on the sale of the mine to the company, and interest thereon.