5/11/2011 Remedies A wide choice of remedies available against a promoter acting in breach of his fiduciary obligations: Rescission of contract of sale(at the option of the co) Restitution of a benefit the promoter has received In equity:on the basis of constructive trust At law:claim for money (a party to a secret bargain)can be sued in an action of deceit Account of profits(where promoter acquires property as trustee for company):Whaley Bridge Calico Printing Co v. Green(1879)5 QBD 109 15 Remedies What happens if rescission is no longer possible or if the co elects to affirm the contract?Is there an alternative remedy by way of an account of profits?Re Cape Breton Co (1885)29ChD795,CA Common law damages where there is a misrepresentation/deceit/negligence 16 85/11/2011 8 15 Remedies • A wide choice of remedies available against a promoter acting in breach of his fiduciary obligations:  Rescission of contract of sale (at the option of the co)  Restitution of a benefit the promoter has received In equity: on the basis of constructive trust At law: claim for money  (a party to a secret bargain) can be sued in an action of deceit  Account of profits (where promoter acquires property as trustee for company): Whaley Bridge Calico Printing Co v. Green (1879) 5 QBD 109 16 Remedies  What happens if rescission is no longer possible or if the co elects to affirm the contract? Is there an alternative remedy by way of an account of profits? Re Cape Breton Co (1885) 29 Ch D 795, CA  Common law damages where there is a misrepresentation/deceit/negligence