Ciban Management Corporation v Citco (BVI) Ltd [2020] UKPC 31

Court: Privy Council

Facts: Alberto Byington, the owner of a shell company, was involved in a dispute over property transactions conducted by Mr. Costa, who was not officially authorized. The issue was whether the Duomatic principle could validate Mr. Costa's actions based on the consent of Byington.

Held (Privy Council): The Duomatic principle applied, as Byington’s informal consent to Mr. Costa’s authority was deemed valid.

Key Judicial Statement: Lord Burrows stated, “Applying the Duomatic principle to our case, Spectacular would have been bound had the sole shareholder, Mr Byington, consented to Mr Costa’s having authority.”

💡 Leveluplaw: The Duomatic principle can validate decisions made by individuals with ostensible authority if the shareholder’s informal consent is established. This principle allows informal consent to have the same binding effect as formal resolutions.