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Committee's plan was in effect to make the objects
clause operate only as between the shareholders and
the company, by way of definition of, or limitation
upon, the powers of the company exercisable by the
If this were done, would not the third
party be fixed with notice of the objects in their new
directors.
guise, and of the limitations which they imposed,
in accordance with the general rule that anyone
dealing with a company is deemed to have notice of
its public documents?
party be concerned to see that the directors on
their part be concerned to see that the objects
clause stated the scope of their delegated powers
with the greatest possible width and particularity
(incidentally leaving objects clauses as prolix as
they are today)?
Would not ultra vires third
(viii) Thus the third party if fixed with constructive
notice of the extent of the director's delegated
powers would be little better off under the new
law than he was under the old. If on the other
hand the new law absolved him from notice,
(ix)
would the objects clause in its new guise
afford any protection to the shareholders? We
doubt if it would.
To give complete protection to the third party it
would be ncessary to absolve him not only from
constructive, but also from express, notice of any
limitation upon the directors' delegated powers. In
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