Hickman v Kent or Romney Marsh Sheep-Breeders’ Association [1915] 1 Ch 881 is a UK company law case, concerning the proper interpretation of a company's articles, and whether a company member could be bound by its terms.
Hickman is a member of an incorporated company. He had disagreements with the company. The articles of association provided that disputes between members and the company be resolved by arbitration. Hickman brought an action against the company.
The court ruled that the company was entitled to resolve the dispute by arbitration as stated in the articles of the company. The articles constituted a contract between Hickman and the company in respect of their rights as members.
The significance of this case is that the articles of association form a contract between members and company and between members. Members are bound to follow what has been written in the articles.
You can learn more about this topic with our Company Law notes.
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