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Mutual Life Insurance Co of New York v Rank Organisation Ltd : ウィキペディア英語版 | Mutual Life Insurance Co of New York v Rank Organisation Ltd ''Mutual Life Insurance Co. of New York v The Rank Organisation Ltd.'' () BCLC 11 is a UK company law case dealing with "oppression" (or unfair prejudice) under s.20 Companies Act 1948 (now s.994 Companies Act 2006). Goulding J delivered the judgment at first instance. ==Facts== United States and Canadian securities law requires registration of companies for share issues. In 1975 Rank Organisation Ltd, an entertainment company, decided to offer 20 million ordinary shares to the public, with a preference to existing Rank shareholders. This preference offer did not however extended to shareholders based in the United States and Canada (including Mutual Life), because it was thought not to be in the company's interest to have to register there. Rank's articles of association stated that directors could allot, deal with or dispose of company shares "on such terms as they think proper". But the American and Canadian shareholders (they owned shares "beneficially" through nominee companies, who were defendants alongside Rank in the case) were still unhappy. They said they had been discriminated against, and that was a "breach of contract" because s.20 of the Companies Act 1948 implied shareholders deserved equal treatment (this is the "oppression" provision; see now, s 994 unfair prejudice).
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