The kenya subsidiaries and sought to deduct that

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the Kenya subsidiaries and sought to deduct that payment from its profits for the purpose of tax assessment. It could do this only if the subsidiaries were resident in the UK. The question was whether the Kenya subsidiaries were resident in the UK. It was held that the residence of a company is where its management and the control of its business is.” Accordingly, the Kenya subsidiaries were resident in the UK. Chandler v Cape plc [2012] EWCA Civ 525 – The claimant worked for Cape Building Products Ltd, a subsidiary of the defendant and was exposed to asbestos dust. 50 years later, the claimant developed asbestosis (a form of cancer) from the exposure to asbestos. However, CBP had since gone out of business. The claimant sued the defendant for damages in negligence on the ground that as the parent of the subsidiary, it directly owed it a duty of care, which it breached. It was held that the defendant had a duty to prevent asbestos damage to the employees of its subsidiaries because, although a subsidiary and its parent company were two separate legal entities, the businesses of the two companies were essentially the same. The defendant therefore was, or ought to be, aware of the risks in the subsidiary’s system of work and should have intervened with its superior knowledge and facilities to protect the employees from them. According to the court, a parent company would be deemed to have assumed responsibility for the safety of the employees of its subsidiary so as to be under a duty of care if it: (i) had, or ought to have had, superior knowledge on some relevant aspect of health and safety in the particular industry, (ii) knew, or ought to have known, that the subsidiary’s system of work was unsafe, and (iii) knew, or ought to have foreseen, that the subsidiary or its employees would rely on its using that superior knowledge for the employees’ protection. Download free eBooks at bookboon.com
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BUSINESS ORGANISATIONS AND AGENCY CORPORATE PERSONALITY 382 In Thompson v The Renwick Group plc [2014] EWCA Civ 635 (CA), where the facts were largely similar to those of Chandler v Cape plc, it was held that the parent company was not under a duty of care to the workers of its subsidiaries because it carried on no business of its own and had no superior knowledge or facility to deploy. Apart from the above circumstances , companies in a group are required to produce a group account in addition to individual accounts – s. 399 CA 2006 . 20.7 CHAPTER SUMMARY A company has a legal personality separate from the personality of its owners who are not its agents. This principle became firmly established in the case of Salomon v Salomon . Because of its separate legal personality, a company owns its business and assets, can enter contracts and take and defend legal actions in its own name, has its own legal rights and duties and can incur legal liabilities. In addition, a company’s members usually have limited liability, the ownership and management of companies are normally separate, and a company has great capacity to raise money and grow.
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  • Fall '19
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