Abstract:
‘The conundrum of the pre-incorporation contract has taxed some of the finest legal minds. If one
should judge by results, it is probably true to say that it has defied them . . . courts in England and other
Commonwealth countries have seemed to attach less importance to effecting justice and more to
attempting to fit round pegs into square legal pigeon-holes, so that ultimately, in virtually all
jurisdictions, it has been necessary to rescue the lawyers from the dilemma that their own fictions have
created by having recourse to legislative solutions.’
