1. The law is capable of lifting the veil in some circumstances and this is what has been coined
as "lifting the veil of incorporation." When this happens, the people who invest or run the
company’s operations are treated as being liable for any debts or profits associated with the
2. In the instance where the shareholder suffers a personal loss, redress to the shareholder is
available via the unfair prejudice remedy under s.994(1) CA 2006.
3. Directors qua "organizational gatekeepers" enjoy a wide degree of control and discretion
over the flow of corporate information. Owing to the control and discretion conferred, a
director is expected to be loyal to her company, which is essentially the "irreducible core" at
the heart of the relationship.
4. The articles of association commonly provide that directors manage and/or supervise the
company. As the articles are a statutory contract, this can be varied by members.
5. Capita Plc’s objects clause provides that the business of the company shall be the
manufacture of face masks. Additionally, the articles of Association provide that the
company may exceed a borrowing limit of £100,000 only if the Board of Directors
unanimously agrees to the transaction.