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BRYTON

The ultra vires doctrine applies to acts by officers or corporate bodies that exceed their authorized powers. An act beyond an entity's capacity is considered invalid and described as ultra vires. The research will examine the effects of ultra vires transactions under the doctrine as well as director liability and exceptions. It will also compare the application of ultra vires in English and Indian law. Under the doctrine, an act by a company beyond the objects stated in its memorandum is ultra vires, void, and cannot be ratified by members or directors.

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47 views

BRYTON

The ultra vires doctrine applies to acts by officers or corporate bodies that exceed their authorized powers. An act beyond an entity's capacity is considered invalid and described as ultra vires. The research will examine the effects of ultra vires transactions under the doctrine as well as director liability and exceptions. It will also compare the application of ultra vires in English and Indian law. Under the doctrine, an act by a company beyond the objects stated in its memorandum is ultra vires, void, and cannot be ratified by members or directors.

Uploaded by

Brythony Peter
Copyright
© Attribution Non-Commercial (BY-NC)
We take content rights seriously. If you suspect this is your content, claim it here.
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Download as DOC, PDF, TXT or read online on Scribd
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Ultra vires is a Latin phrase for "beyond the powers".

The ultra vires doctrine typically


applies to an officer (such as a government minister or the director of a company) or to a
corporate body (such as a limited company, a government department or a local council).
An act done by an officer or body that is beyond its capacity (unauthorised) is considered
invalid and described as ultra vires. An officer or body acting within its powers is said to
be intra vires.

RELATIONSHIP
The research shall also include effect of ultra vires transactions, liability of the directors and
exceptions to this doctrine with the help of decided case laws. The paper also focuses on the
comparison between English Law and Indian Law regarding the doctrine of ultra vires.

The object clause of the Memorandum of the company contains the object for which the company
is formed. An act of the company must not be beyond the objects clause, otherwise it will be ultra
vires and, therefore, void and cannot be ratified even if all the members wish to ratify it. This is
called the doctrine of ultra vires, which has been firmly established in the case of Ashtray Railway
Carriage and Iron Company Ltd v. Riche. The expression “ultra vires” consists of two words:
‘ultra’ and ‘vires’. ‘Ultra’ means beyond and ‘Vires’ means powers. Thus the expression ultra vires
means an act beyond the powers. Here the expression ultra vires is used to indicate an act of the
company which is beyond the powers conferred on the company by the objects clause of its
memorandum. An ultra vires act is void and cannot be ratified even if all the directors wish to
ratify it. Sometimes the expression ultra vires is used to describe the situation when the directors
of a company have exceeded the powers delegated to them. Where a company exceeds its
power as conferred on it by the objects clause of its memorandum, it is not bound by it because it
lacks legal capacity to incur responsibility for the action, but when the directors of a company
have exceeded the powers delegated to them. This use must be avoided for it is apt to cause
confusion between two entirely distinct legal principles. Consequently, here we restrict the
meaning of ultra vires objects clause of the company’s memorandum.

Number of Pages in PDF File: 20

Keywords: doctrine of ultra vires, ultra vires, companies law, company, law, legal, business law

Working Paper Series

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