R v Registrar of Companies, ex p Bowen [1914] 3 KB 1161

Court: High Court, King’s Bench

Facts: The Registrar refused to register a company named "UNITED DENTAL SERVICE LTD" because its subscribers were unregistered dental practitioners, which the Registrar believed might mislead the public. The company argued that the name and memorandum complied with the Dentists Act.

Issue: Can the Registrar refuse to incorporate a company based on concerns that it might mislead the public, even if the company's name and memorandum do not violate statutory requirements?

Held: The High Court ruled that the Registrar’s refusal was unjustified, as the company’s name and memorandum did not breach any legal requirements. The court issued a writ of mandamus, compelling the Registrar to register the company as proposed.

Key Judicial Statement: Justice Darling remarked, "The Registrar must exercise his discretion within the bounds of the law, and while he has a duty to protect the public from potential deception, he cannot act outside the statutory provisions."

💡 Leveluplaw: The Registrar’s discretion in refusing incorporation must align with statutory requirements, and decisions can be subject to judicial review if deemed unlawful.