In Lee v. Lee's Air Farming Ltd., [1961] AC 12 (Privy Council from NZ), the question was whether a man could be both controlling shareholder/director AND employee of his company. The Court held:
ANo, because the controlling shareholder and the company are legally identical (cf. Lee v. Lee's Air Farming Ltd., [1961] AC 12 (PC, New Zealand))
BYes, but only if the State formally approves the dual capacity in writing (cf. Lee v. Lee's Air Farming Ltd., [1961] AC 12 (PC, New Zealand))
CNo, because employer-employee relations require equal bargaining power between parties (cf. Lee v. Lee's Air Farming Ltd., [1961] AC 12 (PC, New Zealand))
DYes, because the company is a separate legal entity (per Salomon) capable of contracting with even its sole controller as employee
Answer & Solution
Correct answer: D. Yes, because the company is a separate legal entity (per Salomon) capable of contracting with even its sole controller as employee
1. In Lee v. Lee's Air Farming Ltd., Mr Lee was the sole governing director and 2999/3000 shareholder of his crop-spraying company. He died piloting the company's plane and his widow claimed worker's compensation.
2. The Privy Council held: the company, as a separate legal entity (per Salomon), could contract with Mr Lee in his capacity as PILOT-EMPLOYEE, distinct from his capacity as director-shareholder.
3. Hence Mr Lee was a 'worker' for purposes of the compensation Act, and his widow was entitled.
4. The case is a striking application of the Salomon principle of corporate personality.
5. Hence option B is correct.
_Source: Companies Act 2013 (Act 18 of 2013), Govt. of India MCA — Lee v. Lee's Air Farming Ltd., [1961] AC 12 (PC, New Zealand)_
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